The Rainbow Factory Vs Cupcakes
by perfectly insane 677
Summary: Two friends. Two ponies who have spent countless hours with each other, making their bond stronger than most. Their trust and respect for another was unyielding, ironic since both were lying to each other. But something happens, and the secret agenda of both is revealed. A war is sparked, one between the evil and the insane.
1. Chapter 1

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/ Chapter One: The Best Friendship Makes The Worst Enemies When Broken. / Story: The Rainbow Factory vs Cupcakes./ by Perfectly Insane/-/

" Little bit more, come on, I hate doing this but it'll be worth it in the end."

Pinkamena was sitting on a stool in her basement, with Rainbow's body sprawled out in front of her on a table. After cutting her open, pulling out all her organs, effectively killing her, Pinkamena had the idea of stuffing and stitching her up, basically taxidermy but with a pony. She wasn't doing this because she had any real connection to Rainbow Dash, any form of joy or glee Pinkamena seemed to express to Dash when she wasn't torturing ponies was nothing more than an act.

She only acted that way when she was torturing her ex-friend because she wanted to get the maximum amount of pain out of her, both physical and mental. She was going to do the same to the rest of her fake friends, both the act and the taxidermy. She only wanted to stuff the ponies she considered achievements, such as royalty, embodiments, powerful Unicorns, fast Pegasi, or other species, griffons would be a good example. Though she didn't stuff Gilda for financial reasons, griffons don't die outside of there village often, as griffons are very territorial, so a griffon body is worth a lot of money on the black market, but she made a deal and kept the head.

" Ow! Dammit, what is wrong with me today?"

Usually, Pinkamena was very skilled and flawless when it came to these things, from years of experience mixed with trial and error. But ever since she killed Rainbow Dash the previous night, things have been different. She's had this weird feeling in her stomach, it was tolerable to a point until she started on the body in front of her.

Then the feeling got a lot worse, she couldn't concentrate on anything and her hooves became extremely shaky. She checked in with a doctor, but he said that there was nothing physically wrong with her, and while she knew she wasn't anywhere near mentally healthy, she's never felt something like this.

" Maybe I should wait for Bramble, he might know what's wrong with me and how to fix it."

Bramble Muk was a friend/associate of Pinkamena, about once a week he would bring some supplies she ordered from the U.S.C, the Underground Supplies Center. If Pinkamena wanted to keep doing what she was doing effectively and quietly, she was going to need certain things. Cleaning supplies and such to keep the room and the tools clean and at their best, she would also need new tools every now and again, as her toys would try to break free and occasionally break them. And of course, she would need parts to keep the number machine running. And last but not least, she would need plaques for her trophies.

" Miss Pie? Can you let me in? I'm not really a fan of the dark, or tight spaces."

Pinkamena had a secret entrance in her little dungeon, as it would raise too many questions if all her visitors came in to the basement the Cakes didn't even know they had. It took about three months, and it was made mainly as an emergency exit situation, but it was well hidden.

She dug her hole from her basement all the way to the Everfree Forest, which she hid with a very cleverly placed tree, where it just looked like there was an owl or a squirrels hole in the tree. When in reality there was a button that activated a switch, which opened the ground colored tarp under some bushes, so far the only ponies who know about it are her and her underground associates.

It started off as a simple escape hole, but then after Pinkamena discovered the secret community, she decided it would be a good idea for her associates to come through that hole, and which they do.

The hole wasn't guarded by anything but the tarp, but at the end of the tunnel was a wooden door that could only be opened from her side, in case a wild animal or a pony discovered the hole, they wouldn't be able to get in. Eventually though, she wanted to replace it with a steel door, so if she ever did need to use it for escape, the cops couldn't bust it down for a while and chase her.

" Yeah hold on Bramble, just let me get off these gloves."

Pinkamena unlocked and opened the door, reveling the flank of a certain pony.

" Why Bramble, I didn't realize you were so bold. All you had to do was ask."

Pinkamena said in a sarcastic tone, as this wasn't the first time something like this has happened. Bramble was a cute fellow, he had a brown mane, which was usually wavy if he didn't have it combed back. He had a dark yellow coat and purple eyes, his cutie mark was a brown storage box being pushed onto another brown storage box. He was a very skilled unicorn, his horn matching his coat. From what Pinkamena had heard, both of Bramble's parents died in a car accident. So when he got into the orphanage, he was assigned to the job of putting things into boxes and taking them to their owners, ironically that was his special talent.

He later grew up to work at a nearby post office, which he spent most of his life, until it was robbed. Then Bramble unintentionally helped them by telling them a better place to rob and a better way to do it, he grew up in a rough neighborhood where he both participated in and was the victim of many robberies. The gang liked the kid and decided to take him back to the underground base, which even though he knew it was bad, he couldn't help but like it, and eventually he grew on it and it grew on him. He never told the gang he didn't mean to help him, but he grew to like them too, none the less.

He mainly just did the same kind of jobs he did before he joined the gang, but occasionally he would come with gangs in robberies and muggings. Despite him appearing innocent and shy, if push came to shove, he can be quite the opposite.

" Oh! I-I'm sorry Miss Pie, I didn't mean to, please forgive me!"

He turned around from dragging the box behind him with a flustered face, which Pinkamena returned with a slight laugh.

" It's fine Bramble, just bring in the stuff I ordered. On a serious note though, I'd be more than happy to fuck anytime you'd like."

His face seemed to get even more flustered and red at that, which made Pinkamena's smile widen even further, she was half serious. He began to stutter and babble as he tried to think of a response, he didn't. He decided it would have been smarter to just shut up and bring in the box.

He couldn't seem to get it through the door as there was a lot of stuff in there, usually he could, but Pinkamena had ordered a bunch of stuff this time because she went a bit far with Rainbow than she first intended, which broke some of the tools and may have started a slight fire when she used the electric switch for the first time in years. The fire didn't start until an hour later though as the wires being so old and underused caused it to take longer to go through, but when it did it caused a bunch of problems.

" C'mon kid! I want to see what's new this week! Here, let me help!"

The box was suddenly pushed straight through the door, making it stop when it hit the wall. Then came through the door a tall, buff stallion that Pinkamena can't tell how she feels about, Grutch. Pinkamena didn't know his last name as he's never told it to anyone, or he just didn't have one. He had a blue mane with a red coat and green eyes, what made her hate him the most was that he always had his hair spiked up in the douchebaggiest way possible. He was a very handsome looking stallion, as he had a perfectly curved chin and nice facial details, his cutie mark was a pony bench pressing one hundred and twenty pounds, oddly enough.

If it wasn't for his personality and his 'dreadful' mane as Rarity would put it, Pinkamena would actually consider dating him, and she doesn't think that of anypony. He was one of those weirdoes that was obsessed with working out, which showed as he had huge leg and arm muscles. Pinkamena was strong as she wanted to keep a daily workout routine, but even she would lose in a pure strength battle. Since the secret entrance was in the Everfree Forest, the underground sent him as an escort to make sure nothing goes wrong.

" Grutch! How many times have I told you not to do that! You could have broken some of the supplies or broke something here, what if you had woken the Cakes! Then they would find out about this and we'd all be fucked!"

Bramble's face got red for a different reason this time, as he takes his job very seriously. Grutch may have been one of the strongest ponies in the underground, but seeing Bramble that angry at him was one of the few things that made him scared, even though Bramble couldn't really do anything to him. This made Pinkamena chuckle, as despite how they seem to dislike each other, they actually got along quite well.

" Has anypony told you that you look cute when you're angry?"

Pinkamena said as she playfully kissed Bramble on the cheek, completely changing the tension in the room. Making Bramble's face flustered again and Grutch suddenly bursting into laughter, no pony would have guessed all these ponies were complete monsters. Grutch stopped laughing and started to wander around the room, and Bramble went over to check on the storage box to try to avoid the awkwardness.

" Pinkamena, I'm going to go ahead and check out what's new. I'll stay out of your mane for now, but tell me if you need a big strong stallion to help carry the heavy stuff."

Grutch had a morbid interest in Pinkamena's trophies, he likes to walk around her basement and examine her victims, her tools, and basically everything that's involved in her torture. But Pinkamena wanted to go over to Bramble, not because she thinks he needs help, but because she wanted to talk to him about the feeling in her stomach. She would ask Grutch, but then he would think she was weak and spread that around the underground, basically destroying her reputation.

Bramble would understand more and he probably knew more about it with his past. When Pinkamena walked up to Bramble, he was doing what he usually does. He was picking up the tools and such and putting them in their place, and doing the same thing with the other stuff. Pinkamena went over to the other side of the box and began doing the same thing, she only ever acted nice to members of the underground. She could treat them the same way she treats everypony else, but she wanted to stay good with the underground. But Bramble was different, she genuinely liked him, platonically. She only flirted with him for the fuck of it, but she wouldn't mind fucking him.

" Hey Bramble? I'm going to ask you something, and I don't want you to tell anypony else, can you do that for me?"

He stopped for a moment and looked at her in disbelief, which she responded with a nod confirming she was serious. He nodded back and waited for her to start, continuing the picking up and placing of objects from the storage box.

" Recently, after I killed one of my victims, I began to feel this weird sinking feeling in my stomach. Like I was hungry, but I was full at the same time, it made me feel like shit. And whenever I started on the body, it got worse, a lot worse. My hooves were shaking, I couldn't concentrate, I felt like I was going to puke all the time, but never did. I went to the doctor ,but they just said there was nothing physically wrong with me, so I came to you, what do you think is wrong with me? I mean, other than being a mass murdering psychopath."

For the longest time he just stood there, frozen, as if he had just gotten news that he had cancer. He had a sad pale look on his face, like he had just been scared shitless, then he looked at her with eyes full of sadness.

" Wow, I knew you were messed up, but I didn't think it was this bad. To answer your question, you're feeling grief. You feel horrible because you had some sort of connection with whoever it is you killed, you're probably feeling guilty because you caused it. I really can't believe you've never felt grief before, sometimes I wonder how some of you are even ponies."

Pinkamena had long stopped caring what other ponies thought of her, she didn't even care about Bramble's opinion. What even remotely bothered her was that there was a chance that she felt something for Rainbow was stupid, she's never felt anything for anypony before, but she'll indulge the thought.

" How do I stop it?"

His face seemed to get even sadder, as he appeared to recall depressing memories from his colt hood.

The days on the streets, the years without parents, the countless nights of crying and suffering knowing that he will never see his parents again. All the horrible feelings nopony his age should have felt; all came rushing back from whatever emotional jar he had them in.

" No you dumbass! There is no way to make it stop! You killed somepony that you had a connection with, a real connection! Something monsters like you don't deserve to have, you probably haven't felt grief before because you don't have the mental capability to care about anypony but yourself! So if somepony like me, who lost their parents before I even really got to know them. Didn't get to stop the suffering of grief and pain, what makes you think a serial killer like you deserves to!?"

By the end of his outburst, he was nearly crying as the pain he once felt resurfaced, making him relieve the pain he hoped to never feel again. Tears threating to come out the corners of his eyes, a look of anger and hurt in his eyes, something Pinkamena has never seen in his eye before, yet seems so familiar to her. Grutch stopped his gazing and glanced over at them, but decided to just let them fight whatever it was they were fighting about, wasn't his fight, wasn't his problem.

" Bramble, I asked a simple question. I don't need a recap of your life story or how you feel. Now I apologize for bringing up your parents, but I'm not sorry, I got my answer. I'll let you off this time, but the next time you yell at me like that, I'll show you I'm no monster, I've fought monsters, and I've killed one. Remember Nightmare Moon? The monster that terrorized Equestria for centuries? I killed that bitch, I'm worse than any monster, I'm a demon."

It wasn't entirely a lie, in a way she did kill Nightmare Moon, sort of. It was more like she purged Luna of Nightmare Moon, which was the same as killing, right? Bramble's eyes went from a look of anger to a look of fear, his brain going into instinct mode as his basic genetic code gave him the option of fight or flight, he chose flight. He got on the floor with his muzzle to the ground, sobbing and begging for forgiveness, saying he was sorry over and over again, it made Pinkamena feel like royalty, now she knew why Blueblood was so snobby.

" Fuck me, is that who I think it is? Ah shit! The boys are going to freak when they hear this! Hey Bramble! Quit your bowing and come over here, you're going to want to see this."

Grutch's wandering had eventually got him to Pinkamena's current project, which is what caused his outburst. Her body was in the same place it was left, with both her arms laying down beside her hindquarters. Her head slightly turned to the left and her mouth agape, her body remaining as lifeless as her eyes. It still frustrated the fuck out of her that she didn't get to finish, her body still cut open as hooks kept it that way.

Bramble did as Grutch said, getting up from his position in front of Pinkamena, no longer afraid or even angry. At the sight of what Grutch was looking at he had gotten straight up and ran over faster than Pinkamena thought he could, then he stopped in front of the body to the left of Grutch.

" You know what that means right Grutch? You owe me one-hundred bits! I told you that she would win, and I can't wait to brag about it to the rest of the guys who betted against her when we get back!"

Grutch grunted out of frustration, but turned his head around to a satchel tied to his side, and pulled out four bits, each worth about twenty-five each. Hesitantly dropping them into Bramble's eager hooves, which after being dropped into his hooves, he put into a pouch on his left side.

" I just don't get it though, she had an entire army at her beck and call! How did Pinkamena even get her out of The Factory? No employee is allowed out for any reason, plus she always had a bodyguard or two around her. This just doesn't make any sense, it doesn't matter. When Dr. Atmosphere and the rest hear about this, they won't stop until she's dead and you know that!"

Grutch pointed a hoof at Bramble, annoyed at his joyful face.

" Oh yeah I know, and I agree with you, this doesn't make any sense. But that doesn't matter, because that wasn't the bet! The bet was if Pinkamena won, than everyone who bet she would get the money from the ones who betted against her. So it doesn't matter if The Factory does kill her or not, she won and that's what matters!"

Bramble's smile got even wider, while Grutch's face got even more annoyed and frustrated. Pinkamena, paying attention to the conversation as it involved one of her projects, had a very confused look on her face as she had no idea what they were talking about. The Factory? Dr. Atmosphere? She's never heard of these before, was it some kind of underground slang? They certainly didn't sound like real names.

" Ok, what the Tartarus are you two talking about?"

They both shared a look of worry as they glanced at each other, not sure whether they should tell her or not. They then relaxed as they both agreed through nods that there was no harm telling her now, considering that one of the ponies they bet on was now dead.

" Ah what the hell, what's the harm? So a few months ago, me and a few of the guys got drunk and started talking about things. Which whores were the best, the best fights we've been in, you know, those kinds of things. Then one of them started talking about who would win in a fight between you and Rainbow Dash with a reputation like hers, and that's when it started. It spread all the way throughout the underground, then the bets started. After everypony realized that eventually you two were going to have a standoff with the kind of relationship you two had, and then after only a week, almost the entire underground had bet on one of you two. Nothing personnel, but a lot more ponies bet on Rainbow Dash considering what she had at her disposal and what you had, no offense."

As he said that he was rubbing the back of his head in either shame or embarrassment, while Bramble was sitting there quietly ready to run in case she took him betting against her an act of betrayal and takes it out on both of them. But instead of a look of anger or understanding on her face, the look of confusion just seemed to increase on her face. This made the feeling of worry come back to their faces as this wasn't any of the reactions they were expecting.

" Reputation? What are you talking about? Why would me and Rainbow fight? I killed her because her number came up, nothing more, nothing less. I have no idea what the fuck you're talking about."

They both shared a look of realization as those words left her mouth, at that point they knew they fucked up. They assumed when Pinkamena joined the underground, that someone would have told her about Rainbow, considering their relationship. But nopony had, it's a miracle that considering the kind of reputation she had in the underground she hadn't overheard it in a conversation, either way she's going to know now.

" Pinkamena, nopony told you about The Rainbow Factory? I mean it would make sense considering you're an Earth pony, but I thought ever since you joined the underground, someone would tell you. Rainbow Dash was a killer, she killed foals daily and turned them into rainbows. She was famous for the amount of brutality she had, she would occasionally hire some guys from the underground to help keep the failures under watch. And I have to say, I've been there, it's more fucked up then anything you've done here Pinkamena."

" But I still bet on you! Despite literally everypony at The Rainbow Factory being completely insane, I knew you could still handle them with your experience. So please don't be angry with me."

Pinkamena didn't know how to react, there's no way this was true right? But then, when she was dying, Rainbow did say something about connections. Could this be true? Could Pinkamena have killed the top dog in an operation that's been going on like this? Was Rainbow secretly a killer, like her? And nopony told her! The feeling of grief, she's learned to call it left her stomach, and was replaced with a much more welcomed and familiar feeling, rage. It was mixed in with something else though, another familiar feeling that she's only felt twice in her life, betrayal. The rage was stronger though, so she focused on that instead.

" YOU MOTHER FUCKER!"

Pinkamena rammed into Grutch, he was unprepared for this and was caught off balance, his back up against the table, with Pinkamena in front of him. Her left arm on his neck with her right hoof pushing his testicles against the table, not giving enough pressure to do anything permanent, but enough to let Grutch know she was serious. Bramble was slowly trying to back away while Pinkamena was distracted with Grutch, but she noticed this. She quickly picked up the scalpel with her mouth she had left on the table and threw it towards Bramble's head, barely missing by inches and hitting the wall to the right of him, cutting a few pieces of his combed back hair.

" Next one won't miss, you won't get it as bad since you bet I would win, but you still didn't tell me shit! So when I'm done with this fucker you better hope I change my mind. Now, let's talk shall we."

She put a little bit more pressure on both his neck and his balls, making him whimper and too afraid to do anything.

" You knew! You fucking knew that she was doing this for probably longer than I've been in the underground, and yet you did nothing! In fact, you probably started the bet and told Rainbow about my little pass time for your fucking entertainment, you'd probably get off on watching us kill each other wouldn't you? Well by the time I'm done with you, you won't be getting off on anything, it'll make what I do to my usual victims look like I'm doing a fucking jigsaw puzzle!"

" Wait! Calm down! I can explain! Yes, I did spread the bet underground, and yes I did it because I thought it would be bad ass, but not for the reasons you think! Actually, until we started talking about who would win between you two, I didn't even know you knew her! Whenever we worked for her, other than orders, she never really talked about anything else. I swear! And I was going to tell you and Rainbow about the bet and everything, but whenever word reached about the bet to Dutch, he told everypony not to tell either of you because he already had! I swear that's what he said, ask anyone, they can back me up on this! So please, let me go?"

Pinkamena released some of the pressure, but just enough to where he couldn't escape if he tried. She looked over at Bramble, who was nodding frantically as if to back up his story. With the way Dutch was and how he see's things, it was possible for him to do that. Either way, she couldn't take out her rage on them with the possibility that they were telling the truth, so she would let them off, for now.

Pinkamena backed up and let Grutch loose, him getting back on his legs and rubbing his back. She then started to walk over to Bramble, who whenever he saw her coming towards him, began getting into a familiar bowing position and began to tremble. Then Pinkamena pulled the scalpel out of the wall beside him and tossed it back on the table, she then walked over to the door and began to walk out.

" Who the fuck do you think you are!?"

Grutch had snuck up behind her, standing up on his hind legs and starting throwing down his left hoof in her direction. Pinkamena moved her head to the left and grabbed the bottom of his arm, and did a back flip over him while still holding on to his arm. When she landed she jumped forward, ramming into his back, ending up with her on top of his back with his arm bent behind him. She then pulled it a little more, gaining a grunt of pain from Grutch, giving her a sadistic smile she always has when playing.

" You fucking idiot, pay attention muscle for brains. You may be stronger than me, but I'm faster, smarter, more experienced, and better at fighting then you. Now you may be a mercenary, but I've fought, killed, and tortured in more ways and numbers than you ever will. So learn your place and don't even consider trying to kill me, you'll fail. I'm going to go and talk to Dutch, and if I find out you're story is a lie, then you better hope timberwolves eat me, because you certainly won't be eating anything. I would break your arm, but I want you to do something for me. Since you're so interested in my project, I want you to finish it for me. Make sure there's nothing abnormal on or in the body, there's books on the bookshelf over there on the pony body and taxidermy if there's anything you need to know. When you're done, put everything back where you found it and leave the body there, if I find anything missing or destroyed, I will find you, and make you wish I'd killed you."

Pinkamena got off of Grutch, releasing his arm in the process. He got up and began to rub his arm in a similar way he did his back. For a split second he considered grabbing the scalpel and just slicing her up, but even if he did kill her, Dutch wouldn't take it too well. So he just went over to the table and sat in the stool and began to work on the body, mumbling things Pinkamena could barely hear.

" Stupid bitch….. calling me slow…..fuck her up."

Pinkamena started to walk out the door, but stopped and looked over to the still shivering Bramble.

" You're not off the hook Bramble, I trust you more than I do Grutch, despite your opinion of me. I want you to stay here and make sure this incompetent dick doesn't fuck anything up. But if something does happen, it'll be as much your fault as his."

With that she left Grutch to his mumbling and Bramble to his trembling, Pinkamena was Tartarus bent on getting to Dutch and getting some answers, any way she might have to.

The underground base, or more specifically, it's disguise, was in multiple locations. The disguise was a rather normal looking bar, The Purple Star. There was one of these in each major town or city all across Equestria, in case a job or something is far away, it provides faster travel. It was an ordinary one story brick building, with a wooden door and a purple neon sign for the title. There was no need for a open/close sign, since the place stays open twenty-four seven. For both the bar, and the underground customers. The main base though, was in Canterlot, which is where Pinkamena had gone.

As Pinkamena walked into the bar, gaining the attention of both new and old customers, the ones that weren't passed out. None of them said anything though, as either the old ones knew the consequences of annoying her, and the new ones either heard or were told by the old ones what happens if they do. The bar was as big inside as it looked outside, the inside wall was the same kind of brick as the outside. There were a total of seven stools on the other side of the counter, which had three customers in them this night. On the other side of the counter, was a few shelves that were lined with bottles of alcohol, many Pinkamena couldn't see the labels from where she was, but it was probably just the usual stuff.

The bartender was an old stallion that went by the name of Mack, the thing about him was, despite his age, he was always smiling. His face was the only place that didn't have wrinkles, he always wore a white and blue shirt on, which made him look as old as he was. He almost never talked unless somepony asked for a drink, or if he was just in a chatty mood. He had a blue mane with a charcoal black coat, his eyes were the same color as his hair, which he always kept combed forward. His cutie mark was a bottle and a glass, but that was just a disguise used by the skilled unicorns the underground had. It was actually a gun being shot and hitting the bulls eye, this would have been allowed if guns hadn't been banned, as this would have aroused questions.

He always kept a double barrel shotgun under the counter in case things got rough, but usually they didn't. Guns had long been banned in Equestria due to the guards and the populace not believing in the killing of other ponies, but that didn't mean they weren't used. The underground knew both how to acquire and make guns, but they usually didn't use them unless needed.

Pinkamena didn't usually use guns, she never had a need to. But she knew how to use most kinds, and she was a good shot with them. She kept a desert eagle hidden in her basement as a desperate measure if times called for it, but she seriously doubted it would. In the daytime, there would usually be tables and waitresses, but they had lives, plus they didn't get as much service at night as they did in the day, so they didn't usually need the tables. The tables, along with some extra stools, were all stored in a closet in the right corner, along with the waitress uniforms.

To the right as soon as coming in, was both the stallions and the mares bathrooms, which unbeknownst to most, is the entrance to the underground. Pinkamena began to walk to the door, pushing it open some before Mack spoke.

" I heard what happened you know, don't bother asking how because you know I won't tell you. I think you're gonna want a drink, because you won't like the answers your questions are going to get you. Don't worry about these guys, I spiked their drinks so they wouldn't remember the last five hours, then they'll pass out. On the chance your reckless ass came in here guns blazing. I'm old, not stupid."

Pinkamena smiled to her self, not a sadistic or malicious smile like she usually gave. This was a genuine smile, like Bramble, Mack was one of the few ponies she actually liked, despite how much of an asshole he can be.

" Na, you know how I get when I'm drunk Mack. I appreciate the gesture, but I'm here for business, not pleasure, though sometimes I get them mixed up, nothing wrong with taking pleasure in your business, am I right, Gunner?"

Gunner was Mack's nickname when he was younger, Pinkamena didn't know him back then, but she heard about it from stories. Apparently, when he was younger, he was a very skilled mercenary. He would only ever take jobs when it permitted the use of guns, he didn't care whether or not the pay was well. He also had a reputation of never getting shot or injured in any way, but that's not where he got the name.

He got his name from his talent with guns, he used every kind of gun from pistols to sniper rifles. He never used the same one twice, he always used a different gun for every job. There were rumors that he even made his own bullets, and that he never missed. He got his name from his marksmanship and efficiency with guns, both with his horn and his hooves, and how badass he was with them, Pinkamena just wishes she could have been there to see it.

" If you're going to call me that, then shouldn't I get to call you by your nickname, Cupcake Killer?"

" Touché, it's reasons like this I like you Mack, but I got to go and you need to make sure those drunks stay passed out. I may not have came in guns blazing, but I might leave that way depending on what happens down there."

Pinkamena pushed the door all the way open, going into the bathroom with a smile on both her and Mack's face. It was a normal bathroom, with white tiles covering the floor, a line of sinks and mirrors opposite from the stalls. To the left of the stalls was several urinals, with the ceiling a simple grayish roof.

" Miss Pie, I take it you're not in here to actually do business?"

In every underground bathroom bar, was a bathroom attendant that both was and wasn't what their job said they were. To normal ponies, they would act as a normal attendant. But if it's a new underground associate, then a password was given to them. Both the password and the attendant were changed everyday, in case of the scenario that somepony was secretly investigating them.

But each one was given a list of names that don't need a password, these names either earned their way on there, or just have been apart of the underground for a long time, she was the former. This attendant had a jet black mane which was combed back, his eyes were a dark red, while his coat was green. He wore a black and white suit, which made him look more like a butler than an attendant. She couldn't tell what his cutie mark was as the suit had covered it.

" Clever, I'm here to see Dutch, let me in."

" Very well, a please wouldn't kill you, then again a lot of things wouldn't kill you. From your reputation you're ' a tough motherfucker to put down' as many have said."

He went over to one of the urinals and pulled the lever, doing the same to three others, which seemed to have no order. Most likely it was morse code, and if the levers were pulled in a certain order, then somepony on the other side opened the door, which is exactly what happened. A few seconds after the attendant pulled the levers, the wall across from her seemed to go back in time as the bricked pushed backwards, revealing a very old looking wooden door.

Pinkamena opened the wooden door, which reveled a very long flight of stairs that appeared to have no end. It had lights every now and again to allow whoever was traveling to see where they were going, but it was a very long walk as the underground was called the underground for multiple reasons, the main being it's main base is deep underground.

" Here hold this watch, tell me how long I'm down there for, I'm curious how deep underground this place is exactly. Over the years I've gone down plenty of times, but I've never actually figured out how deep it is."

With that Pinkamena started her long walked down a seemingly endless journey, she had the watch on her from earlier when she wanted to time how long it would take for her to finish with Dash, she never got to find out. It took a lot of effort to hold all the anger she was feeling up to this point, she really just wanted to kill the next pony she sees, but if she wanted answers, she couldn't do that. What took even more effort was getting down all the stairs, which took longer than she thought. She wasn't counting, but if she had to guess it took about one hour to get to the underground.

At the bottom of the stairs was two large double doors, which could be both pulled and pushed open. Unlike the first entrance, there were no guards making sure no normal ponies got in. Because even if there was, it was doubtful they'd get this far without any of them knowing. Pinkamena quickly pushed open the doors, that rage she had been trying to conceal staring to resurface.

The underground was the opposite of the bar, in the nighttime there were tons of ponies here. Some drinking, others trading gear and weapons with each other, some even fighting just for the fuck of it. In the daytime, almost nobody was here, they were either out on jobs or dealing with personnel affairs. The room was almost twice the size of the bar, with a much bigger counter on the opposite side of the room from the entrance. It had a lot more varieties of drinks and options, which was matched with the amount of stools in front of it.

The room was littered with wooden tables that each had six matching chairs in them, some had ponies in them drinking their hearts out, some of them tossed over as fights had started for a variety of reasons. There were several waiters and waitresses around the room either taking and delivering orders, or trying to stop some of the fights. It was like this almost every night, so they had long gotten accustomed to these kinds of things, most fights were just scraps so nopony really got hurt, but if it got life and death serious, they were told to take it somewhere else, which they usually did.

The wall was a tough stone that was painted a dark red, which matched with the floor. The bartender down here was much younger than Mack, but she was also less experienced. She was a yellow mare with a blue and black mane, which looked like she spent most of the day with a curling iron. She was a pegasus, as her wings were spread out as she had to fly up to get one of the higher bottles. Her name was Butterdrop, her cutie mark was covered with the clothes she was wearing, probably didn't want every stallion staring at her. Other than the bathrooms on both sides of the counter, there were many rooms in the base. There was the traveling room, which led to a room with multiple tunnels, each tunnel having a wagon, which was pulled by four Pegasi, each of them was very fast, as they can prove.

Then there was the armory, which was used to store weapons and armor and such, this was also where customers put their weapons if they didn't want to trade. Then there was the work room, where in the day time, there were clients, papers on the walls offering jobs, and a few TVs kept on the news channels in case something happened in Equestria that was related to a job they needed to know about. There was also multiple ponies in there that had details and information on multiple jobs, in case one wanted to know more, these ponies also watched over the clients.

Then there was the prep room, where ponies went before jobs the make sure they had the proper guns and equipment, they changed into clothes if necessary. They cleaned and practiced with their guns, and found other ponies who may want to go with them on jobs. This room is directly connected to the armory, in case what they need was left in there. There were also rooms for anypony that didn't feel like going home that night or had a 'friend' with them, but those were rarely used.

Then there was Dutch's office, which was exactly where Pinkamena wanted to go. It had the same door as the other doors did, except this one had the word Dutch carved in large letters on it. Like the other rooms, there was no way to tell whether or not someone was in there, as there was no windows or do not disturb signs. There wasn't even any way for her to tell if he was at the underground, she was just entirely assuming.

Pinkamena walked towards the bartender, ignoring the whooping and shouting, both towards her and around her. She was attractive, she knew it, it was obvious with all the attention she got from both mares and stallions. These ponies knew the same thing the ponies in the bar knew, that they get fucked up if they bother her. But what made these ponies take their chance is what Pinkamena did every month. Once every month, Pinkamena would come down to the underground and choose a stallion or a mare, whatever she was in the mood for.

She wasn't a whore or anything like that, she just did it because she enjoyed sex, a lot. Her urge for sex was as strong and abnormal as her urge for blood. She assumed she was good as she could go for a good three hours, and she usually left whoever her partner was passed out when she was done. She couldn't usually find anypony who could keep up with her, but when she did, she usually lost track of time.

" Where's Dutch?!"

Pinkamena said blatantly, making the bartender bump her head as she seemed to be getting glasses for one of her customers. Making her rub her head whenever she lifted it up from the counter, then her eyes shrank back in fear when she saw who it was.

" Oh! P-Pinkamena! I didn't see you there, would you like a drink or something?"

Before Pinkamena could say anything, a stallion sitting on the stool to the right of her spoke up. He had a gray coat with a purple mane and yellow eyes, his cutie mark was what looked like a purple rock and a bomb, probably a demolitionist, he was an Earth pony. He reminded her of her father, which made her even more pissed off.

" Hey girly! Somepony else is here, so wait your fucking turn."

He said rather rudely, though he was drunk so Pinkamena didn't pay much attention to him.

" Look, I've already had to deal with one asshole today, so why don't you get your drunk ass out of here before I get you out."

He was both frustrated and drunk from a long day at work, so he didn't take that insult very well.

" Why you arrogant little slut!"

He jumped up out of his stool and went to hit her, she wasn't expecting this, as she just wanted to talk to Dutch. When she saw the blood dripping from her muzzle, all that rage she was keeping bottled up, it all came out at that moment. He went to hit her again, but she grabbed his arm and put one hoof on his shoulder and swung him around, slamming him into the counter. She grabbed the nearby bottle Butterdrop had pulled out, and slammed it against his head, shattering it into tons of pieces that went everywhere.

She then slit his throat with the remaining parts of the bottle, and threw his body onto a nearby table. She didn't usually kill outside of her basement, but this time was an exception. At this point, everypony in the room stopped what they were doing and stared at her, as she was panting from the rush and pleasure that gave her, she noticed this and turned towards them.

" Well!? Any other volunteers wanna fuck with me today!?"

Everybody went back to what they were doing, too terrified to say anything to her. Then she turned back around to a petrified Butterdrop, looking like she was on the verge of pissing herself.

" Where's. Dutch?"

Butterdrop's mouth opened and closed as she tried to say something, anything. But she was much too scared to get anything out but a squeak, so she just pointed her hoof to his office. She went over to the door of his office without hesitation, and kicked it down rather loudly, and nobody said a word to her.

" No Please, come on in Pinkamena, it's not liked you had to ask or anything.

Dutch wasn't actually the leader of the underground, they didn't have a leader. He was the guy who kept things working and organized in the underground, and occasionally he would call a bunch of ponies together and talk about a problem that may have been going on. He had a bright red coat with a dark gray mane, he wasn't old, he just had natural gray hair, which was always wavy. He almost always wore a hat, which currently he was. He was a unicorn, he wasn't very good at spells, he was better at moving multiple or heavy objects if he needed to. She's never seen him in combat, gun or hoof to hoof, but from what she can assume, he had some kind of experience or he wouldn't have gotten where he was. His cutie mark was a clipboard and a pen, she had no idea if that was his actual cutie mark or not.

His office looked fairly normal, it was about the size of two bathrooms and was in the shape of a rectangle, with his desk at the end. The walls were darker gray than his hair, while the roof and floor were both dark blue. To the right was a shelf full of books, to the left of the shelf was three or four filing cabinets that each had five drawers. To the left of that was a collection on his wall, his personnel favorite weapons such as a sword and an assault rife, a few diplomas he most likely stole, and a picture of him and his family, the one he didn't have. They had died a long time ago, he just wanted to keep the picture for sentimental reasons, despite him having scratched out their faces.

At the end of the room was his desk, which he was sitting behind in his black leather chair, which surprisingly didn't make any noise when he moved in it unless he really tried. On the left was a desk lamp, which had a pencil cup in front of it, to the right of that was a sign made out of glass and a no smoking sign. It had a quote on it that Pinkamena couldn't tell who the quote was from, as it didn't say who said it. 'If violence is never the answer, then why make guns?', this quote obviously happened after they banned guns. In the middle was a black laptop, which he used to play games when he was bored, among other things. He was currently shutting it down and putting in one of the many of the desk drawers, he probably knew of Pinkamena's destructive reputation both by rumor and experience, this isn't their first encounter with one of them angry.

" I am going to tie you up, cut open your stomach, and fill you with rats so they eat you from the inside out you piece of shit! I thought we set conditions for when I joined, no assassination attempts, no hits, no orders, no giving out my information to anyone, and no lying! You broke the agreement you fuck!"

Pinkamena slammed her hooves onto Dutch's desk, making the pencils bounce out of their cup and back in, Dutch's face still having the smile on his face he always has, that smile that makes it seem like he knew something nobody else did.

" Actually, technically I didn't lie. You never asked me,'Hey Dutch, is my best friend a part of a top secret organization that has been an ongoing conspiracy for years, and that anyone outside of it knowing about it but a select few could cause a mass murder?' No you didn't, so I never lied."

He said, with an ever so sultry and sarcastic voice, one Pinkamena quickly learned to hate. She knocked over his pencil cup, making the pencils toss in multiple directions over around the room. His face remaining the same, not even flinching at what Pinkamena did, which infuriated her further.

" Don't pull that bullshit with me Dutch! Knowing something like this and not telling me is just as bad as lying! So if you don't fucking tell me everything right now, you can consider this little relationship we have over!"

The smile on Dutch's face was replaced with a grim look, he realized that if he didn't take this seriously, it could prove to be a serious problem in the near future. He put his hooves under his chin, as the tension in the room suddenly became much more intense.

" Fine, you want the story? Since Rainbow is dead now, I don't see a problem with it. But I'll warn you now, if you tell anyone even one slight detail from what I'm about to tell you, we'll go public with your reputation, got it?"

Pinkamena nodded her head, not wanting to say anything at the chance she might unintentionally change his mind, then this would have to get quite violent.

" One thousand years ago, when Celestia banished Luna to the moon, she encountered a problem. Since Celestia had to be both the princess of the sun and the moon, she didn't have time for such things as assisting with weather production or crime control. But the issue was, back then the ponies at the weather factory didn't know how to make certain weather, such as rainbows, which was something not required, but just among the many things they couldn't produce. They had all the right training, tools, numbers, intelligence, everything they needed, except for one thing, Spectra. As you know, magic isn't restricted to Unicorns, both Earth and Pegasus ponies have magic. Earth ponies use their magic for physical abilities and farming, while Pegasus use their magic for a multitude of things. It's how they fly, stand on clouds, how they manipulate weather, how they build things out of clouds, they use it for basically everything they do, this came to be known as Spectra. After a few months of research, they discovered the only way they could make the weather they usually did was to use Spectra.

At the time, there was no way to remove Spectra safely from Pegasi, except killing the pegasus. The way they made it before was Celestia would could give a certain amount of Spectra while remaining unaffected, with her being an Alicorn and all. After realizing this, the ponies knew that it was either sacrifice Equestria for ponies, or sacrifice ponies for Equestria. During those days, any Pegasus that failed the flying test, had their wings removed and were banished from Cloudsdale. This caused crime as most of the failures grew disturbed and were mentally traumatized from the experience, the hate and pain festering in them as they grew, turning them into monsters, causing an increase in gangs, rape, murder, robberies, and many other crimes. So they made a deal with Celestia, if they were allowed to 'use' the failures to make the weather Equestria needed, it would effectively immensely lower the amount of crime in Equestria, saving thousands. She then came to the same decision they had, sacrifice the minority for the majority, or sacrifice nothing and lose everything, she came to the same conclusion they did.

A device was then started on later that day, one they already had schematics for. It was called The Pegasus Device, it was used to extract Spectra, and it works until this day. This conspiracy has been going on for a very long time, so long it's not even known if Luna is aware of it with her recent return. Celestia can't go back to producing the weather because this has been going on far too long to stop it now, so she allows it to continue knowing that stopping it would also cause another age of crime that may not end. The reason it's called The Rainbow Factory is because Spectra is the same color as rainbows, also because it's the name that fit the best. Every employee that unintentionally signs up with this conspiracy is forced to give up any life they have, and not allowed to leave, ever. With the exception of Rainbow, considering she is-was an Element of Harmony, they didn't really have much choice. If they can't handle the bloodshed or necessary murder, they're forced to work to the point of insanity. Not a single one of them is sane, and if they are they won't be for long.

Rainbow Dash is the craziest, which is partly why she's their manager. She would even occasionally throw in a failure into the Pegasus Device voluntarily, but she's been insane long before she was their leader. Not too long ago, there was a doctor, don't really remember his name. But he found a way to safely extract Spectra without harming the Pegasus, he was rewarded with his hooves being cutoff. She said that if anypony tried to tell Celestia the news, they would retrieve the same punishment. They haven't had a single escape or incident in or including an employee of the Factory ever since it started, until now apparently. And that's it, that's the story you wanted! The story of how your best friend had been lying to you longer than she knew you, the story of how epically you've fucked yourself by killing the leader of the oldest organization out there. What's that thing you said to me? 'Not telling you about something as big as this was just as bad as lying'. Well Rainbow Dash did exactly just that for much longer than I did, so what are you going to do? Kill her? Oh wait, you already did!"

Dutch began laughing hysterically, for no real reason. Mainly just to fuck with his favorite pony to mess with, which didn't work. Pinkamena just sat there, with no look on her face. She was staring at a spot in the middle of the desk, not so much as flinching. Her eyes not moving except for the occasional blink, not showing emotions of any kind. Eventually, Dutch noticed the awkward silence and stopped laughing. Looking at Pinkamena with a look of confusion and worry, as she's never stayed this quiet for any amount of time as long as he's known her.

" Pinkamena? What's wro-"

" I'm…going to go now, I think I need some time off, don't bother me for a bit."

Her voice was raspy and hoarse, like she was trying her hardest not to let out all her emotions right then and there. She got out of the chair and slowly walked to the door, the lifeless look on her face still there. Dutch didn't say anything, as he didn't understand what she was feeling. For as long as Dutch has known Pinkamena, she never showed that she even felt emotions. She never expressed guilt or regret, never showed grief as it seemed there was nopony she cared about, as far as he knew the only emotion she ever showed was anger.

He's felt grief before, and he knows the kind of pain it can cause. But he wasn't like this when he was grieving, he very much showed his emotions. There were five stages to grief, denial, anger, bargaining, depression, and acceptance, they aren't always experienced in that order or over a specific amount of time, but eventually, their bound to happen.

If Pinkamena was experiencing grief, which was incredibly unlikely considering the kind of pony she was. Most likely, she's going to feel anger first. It's possible to experience some of the stages at the same time, but when she does feel anger, Celestia help anyone around her. Considering how angry she is on a daily basis, if other emotions are mixed in to it, it would take the entire Canterlot Royal Guard to stop her.

" Dutch?"

Dutch raised out of his seat, not noticing Pinkamena had left the door open, which she most likely didn't do on purpose. Butterdrop was in the open doorway, with a letter in her mouth.

" Yes, what is it?"

Butterdrop walked into the office, dropping the letter onto his desk. It was an ordinary white letter, except it didn't have any return address on it. It only had a cloud with a rainbow coming out of it, which immediately caught his attention.

" There was a courier here when you were talking to Pinkamena, he said for this message to be only read by you and you only. Didn't say who it was from or anything, he just dropped it and left."

Dutch's eyes turned to pinpricks, as this could only mean one thing, which was impossible.

" Thanks, please shut the door when you leave, and make sure no one bothers me, I'll be busy for the rest of the night."

Butterdrop did what he asked and shut the door as she left, with a confused look on her face as she wondered what caused such a mood swing. He almost never rushed anyone out, unless he had a 'guest'. And sometimes not even then, there aren't a lot of things that could cause him to be like that, except…her.

Butterdrop got a chill down her neck, that mare terrified her. But she had orders to dish out and fights to stop, so she pushed the thoughts of that terrifying mare to the back of her head, not knowing how close her assumption was to the truth.

Dutch sat down slowly, his mind running a million miles a hour trying to think of ways this was possible. The only time letters were sent from The Factory is if Rainbow Dash wanted something, and only she could write them. That was the agreement they came upon, if the underground was to be destroyed and Dutch was the only survivor, he wouldn't be allowed to contact The Factory in any way.

The same goes if The Factory were to be destroyed, or if Rainbow were to die, as it would be at that point mistrust would begin. Rainbow Dash made sure if she were to die that nopony would even try to communicate with the underground in any way, she had ways of convincing. But how did this letter get sent? Did she write it before hand and have it sent to Dutch if she died? No, she would have no gain from that, at least none he could think of.

He decided to just stop confusing himself and read the letter, which he did very slowly. As he unfolded the paper slowly and began to read it, his eyes began to dilate slowly as they went back and forth reading the paper. His mouth slowly becoming agape with every word he read, a response to the shock the words are giving. After he finished reading the letter, he slowly put it down and leaned back. He had a blank look on his face, as he was trying to process what he just read. Then when he did, the room was then filled with laughter once again, but for a different reason this time. The first time was just to change the tension in the room, this time was just for pure admiration of the genius he just read.

" That crazy bitch! I can't believe she'd pull a stunt like this! Damn, it really will be anyone's guess who'll win this. Well, I'm just glad we don't have to choose a side, she probably wants to do this on her own because of her pride or something stupid like that. This is going to be great, I can't wait to see how this turns out. I'll tell a select few just in case things go haywire, but if Pinkamena finds out about this…"

Dutch leaned forward and focused his attention on the letter, and realized he had to get rid of it before anyone wanders into his office and starts asking questions like a certain mare did. He picked up the letter and tossed it into a shredder he kept beside his trashcan, and began to put the scraps into the trashcan and then covered them with trash. He then put his hooves behind his head, tipped his hat over his eyes, and went to sleep knowing something only him and one other know about, and the joy of knowing the showdown ponies have been dying to see for the last few months was going to happen.

Pinkamena had finally reached the top of the staircase, but she had not really been paying attention to how long it took. Her face hadn't changed from when she left Dutch's office, she didn't know how long she was going to feel like this.

" Ah! Miss Pie! I held on to your watch like you said, you were down there for three hours, ten minutes and eleven seconds!"

She stopped her trudging a little in front of him, not really caring in the slightest how long she had been down there. She slightly turned her head in his direction, and spoke with a voice that held no emotion.

" Not my watch, took it from one of my ingredients, you can keep it."

She walked out of the bathroom, leaving the attendant with a confused look on his face. The bar was still basically the same as she left it, except everypony was asleep except for Mack, he still had that smile on his face. He said nothing as Pinkamena slowly began to walk out of the bar, staring at the ground not looking up a single time, sometime through this Mack had lost the signature smile on his face. When Pinkamena walked out of the bar, she immediately noticed that sometime when she was inside, it had started raining really badly. So bad there were puddles on the ground that splashed passerby's when a chariot ran over it, just another day in the streets of Canterlot.

The rain was getting more and more intense as nearby ponies had umbrellas, and there were lots of chariots going through the streets, not wanting to deal with the traffic or wanting to be seen at all, Pinkamena decided to go through the alleyway to the left of the bar. It led to a series of alleyways that if traveled right, led to the train station. All Pinkamena wanted to do was go home, make sure those two idiots didn't mess anything up, and try to figure out just what she was feeling. She wasn't really feeling anything right then, she just felt… empty. No rage, no sadness, no grief, nothing, just numb.

As Pinkamena was walking through the alleyway in thought, she didn't notice the sound of hoof steps in nearby puddles. It wasn't until she could see something move out of the corner of her eye did she notice that she was being surrounded, there were two ponies in front of her and one behind, blocking both ways of the alleyway. All of them were wearing the same thing, black tights that seemed to cover everywhere on their body, except for their eyes. Their eyes were blocked by what looked like a mask inside the costume, there were tiny holes so they could see, but not very well. What made Pinkamena confused, is that all of them were Pegasi, as all of their tights had an outline of wings on each side.

All of them slowly started to close in on her, their bodies tense as they were prepared to jump her any moment.

" Look, I know what's going on here. So why don't you just tell me who sent you so we can talk this out, this has been a really bad day for me, so I would recommend you stop."

They didn't, they didn't even flinch when Pinkamena threatened them. They suddenly stopped a few inches ahead of her, and they didn't say anything as they just sat there. The silence seemed to last for hours, but most likely was just a few seconds, the tension in the area increasing by the second. Pinkamena stayed on her guard, as did the other three ponies. Then the one on her left suddenly sprang forward, not using his wings as the area was too enclosed to be able to fly properly. He tried to ram into her, but she had moved to the left and kicked his hoof, making him fall and smash into the dumpster.

The one beside him had taken this opportunity to perform a sneak attack, which almost would have worked if there wasn't a puddle right under Pinkamena. She elbowed him in the face which caused him to stumble back, but he sprang back quickly and kicked Pinkamena in her stomach, knocking the wind out of her and making her clutch her stomach. The one that came in from behind had tried to tackle her, he succeeded and began to hit her. He continuously tried to hit her face, but he only got two tries. Pinkamena had picked up a bottle right beside her and hit him in the face with it, effectively getting him off her.

As he sat there clutching the side of his head, the one she kicked into the dumpster got up and began to run towards her, as the one that had hit her came up behind her when she got up and was keeping her in place. He had started to fly, as he thought if he flew straight he wouldn't crash into anything, but Pinkamena knew a way out of this. She had forced her body down to the ground, smashing the head of the one that was holding her. She picked him up and threw his body towards the one that was flying towards her, all this happened to fast for him to see so he had no time to stop. The body slammed into him making him slam into a nearby wall, crippling both of his wings. She turned her attention to the one beside her who was trying to crawl away. She got on top of his back and put her hooves around his neck, and then snapped it, making his body stop and stay on the ground. Through this all Pinkamena's face didn't change once, not smile when she killed him, or a look of anger at being hit, she just had on the same face she had when she came in.

She slowly walked over to the pony who was groaning, as both his wings were crippled and he couldn't move with his colleague's unconscious body on top of him. She moved the body off of him, and got on top of him herself. She pushed his body against the wall and broke off his wings, nearly making him scream if she hadn't put her hoof against his neck.

" Now I'm going to ask this one time before I rip off the other one, who sent you?"

After a few seconds of him groaning in pain, he began to laugh, and seemed to be smiling as he looked at Pinkamena.

" Go ahead, rip off my other wings, won't make any difference. Nothing you can do can match what she does to us on a daily basis, so go right ahead. Beat me until you can't move your hooves anymore, torture me any way you like. But nothing you can do to me, to US, will make us tell you shit!"

She didn't like that answer very much, so she took his advice and began to beat him. Over and over again, not even taking a break to ask questions. That's when they started, the flashes and emotions. She didn't know why, but she began to remember times she spent with Rainbow, when she was putting on her act.

" Hey Rainbow, before we can be friends, we need to have trust! After all, you can't have friendship without trust, or it wouldn't be a friendship! So how about we tell each other our secrets, mine is I have a bunch of party stuff hidden in multiple places in Ponyville! Just incase a emergency party or something, what's yours?"

Pinkie and Rainbow were in a field, they had begun talking recently whenever Rainbow had come into Ponyville, they had seemed to get along really well.

" Well, the only secret I have is that I have a secret love for pets, other than that I'm secret free!"

" Really? Promise?"

" Promise."

" Pinkie Promise?"

" Cross my heart, hope to die, stick a cupcake in my eye."

Rainbow did the gestures required for a Pinkie promise, which made Pinkie smile. They continued with their conversation, the memory slowly fading away. Pinkamena's hits had gotten stronger, as did the rain. Her face suddenly became wet as water started coming down from her face, not all of it was from the rain. She wished she had still felt empty, as Pinkamena was suddenly overcome with grief and anger. Then another memory started, a very recent one.

Rainbow was strapped to the table, as Pinkie had started cutting her flanks.

" AHHHH! W-why are you doing this? I thought we were friends!"

Pinkie had stopped her cutting and looked at Rainbow, with one of the biggest smiles on her face Rainbow had ever seen.

" We are! That's why I'm doing this! Dash, you're my friend, and nothing either of us could say or do is going to change that. You should be glad, I'm going to turn you into one of the best cupcakes this town has ever seen! Your death is going to bring countless smiles to lots of ponies faces! For the rest of my life I'll remember you Dash, sadly you can't say the same."

" Y-you're a monster!"

Rainbow said with tears of anger and pain rolling down her face, which just made Pinkie smile wider and continue her work. Pinkamena had stopped hitting the body in front of her, she had killed him long ago. His body was just a mush of blood and bones, she had just continued hitting him to try to let out all her emotions. She was overcome with so many emotions, rage, hate, betrayal, guilt, depression, but most of all she felt grief. She's never felt pain this intense before, neither physical nor mental.

It was impossible to take, it was just too much for her. This was the reason she felt so empty before, because it took her awhile to process all these emotions. Pinkamena stood on her hind legs, and looked straight into the sky. Tears were rolling down her face faster than she could count, she couldn't tell if her face had more tears or rain on it. She let out a loud primal scream of pain, she didn't care who heard it or if anyone found her. She just wanted to let it all out, but the screaming didn't help. Nopony heard her as thunder had covered the sound of her scream of emotional pain, nopony knew the horrible thing that happened just a block away from them. Pinkamena just stood there for a while, until she put the still alive pony into the dumpster and walked out of the alleyway.

The bar was exactly as she had left it a few seconds ago, with all the occupants passed out except for the bartender. Pinkamena sat on one of the empty stools, covered in tears, water, and blood. She had a face that didn't even show a fraction of what she was feeling, but any passerby could tell she was grieving. Mack didn't say anything as he didn't want to bother her, he just stood there with the smile still absent on his face. Pinkamena spoke with a voice full of pain and an unrecognizable tone.

" I-I, I think I'll take that drink now, Mack."


	2. Chapter 2

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/ Chapter Two: Not So Emotionless./ Story: The Rainbow Factory vs Cupcakes./ by Perfectly Insane/-/

It had been ten minutes after Pinkamena's little encounter in the alleyway, which left two dead and one unconscious. In those ten minutes, Pinkamena had been drinking in the bar, having a conversation with Mack.

" I mean, there' s no way she could have been like that! Why would the elements choose somepony like her for the Element of Loyalty, when she's been lying to everyone for so long?"

Currently, she was going through the five stages of grief. She had already gone through anger, as the bodies in the alley will show. But now she was going through denial, trying to think of any and all reason why she couldn't be what they say she was. Mack was the only one listening to her, and he wasn't going to let her try to deny what her friend was. She had only met her once, but she was just as bad, if not worse than Pinkamena. Mack had grieved once, a very long time ago.

When his partner had betrayed him, and he was forced to kill him. For years he was stuck in the stage of denial, until he was snapped out of it by Dutch. When he was, it made accepting it so much worse. He didn't want Pinkamena going through that, he didn't want anyone going through that. So he was going to help her accept it, no matter how much it might hurt her.

" Why would the elements choose you to be the Element of Laughter, when the true you only causes evil and dark laughter?"

Pinkamena said nothing, and just took another drink of bourbon from her glass. She had no retort for that, usually she would, but her emotions were affecting her thought process. Never once in her life has she felt anything like this, she's never had a connection with another being before. She's never cared for anyone but herself, and certainly never enough to grieve.

" Besides, who said she had to be loyal to a specific pony? While it's twisted and different, her loyalty to The Factory is true. Likewise for your laughter, while it's dark and sadistic, it's still laughter. While both of you were much darker than most knew about, your elements were true."

Pinkamena sat there, not knowing what to say or think. She was trying her hardest to think of any reason why this was all a lie, and Rainbow couldn't have had anything to do with The Factory. But, it all lines up. What she said when Pinkamena was torturing her, the unusually small amount of Pegasi that couldn't fly, Rainbow always being so tired and saying she was busy with work, when she was always done kicking and moving around clouds, it all made sense.

She wanted to scream and cry, she wanted to beat someone again, but she couldn't. She had to keep face, she couldn't let anyone know how she felt. She was a mass murdering serial killer, she wasn't supposed to be able to feel emotions like this.

" So why?"

Pinkamena slammed her hoof against the counter, getting a look of confusion from Mack.

" Why do I feel like this? I've killed hundreds of ponies who I pretended to be friends with, in much more gruesome ways. I've killed mothers and children, tortured in ways that put them through unimaginable pain, destroyed lives. So then why do I grieve for one pony who was in my web of lies? Who I pretended to be friends with, just to kill her? Who was lying to me just as much as I was lying to her? Why do I grieve for such a pony?"

Pinkamena was on the verge of crying, dealing with emotions that hurt her inside. Mack looked down at her, with a face of understanding at what she was feeling.

" Maybe, somewhere along the line, it was more than just an act. Maybe, while you were pretending to like her, you saw her qualities. You saw the good parts of her, and liking her was no longer an act. Through your adventures with her, you slowly learned to genuinely liked this pony. And while you may never learn how she felt, and know you know she was also acting, she was still your friend."

Pinkamena was about to reply, but noticed the customers around her were beginning to wake up. Mack saw this, and decided to start cleaning up the bar to make it seemed like nothing happened. While Mack was doing that, Pinkamena threw some bits on the counter and began to walk out, having things to do and places to be. While she was opening the door, she stopped midway, having one last thing to say.

" Well, I better get out of your hair then. I'm covered in dirt and blood, got a unconscious pony to drag home and interrogate, and I haven't slept all night, so I'm gonna be busy and tired. But, thanks for the talk. It… really helped."

Pinkamena left, neither showing or voicing whatever emotions she was feeling. While Mack had a huge grin on his face, happy he'd done his job.

It took a lot of effort and patience, but Pinkamena had successfully gotten both the bodies and the pony back to her basement. It was extremely hard since they each weighed a lot, but with the help of a few stallions who she bribed with sex, and the wrapping of the bodies to where they looked like baggage, she got them back to Ponyville. Though, she wasn't particularly in the mood for a threesome, so she just knocked them out and left them at the train station.

Though with the stallions knocked out, she had to drag the 'luggage' through the town. But it was very early when she got back, meaning almost no one was awake, so she got them to the basement with no real trouble. But by the time she did, the cakes had begun to wake up, meaning her shift was going to start soon. Luckily, she had just enough time to wrap up the unconscious one to where he wouldn't get loose when he woke up, and the bodies in the in progress projects room.

Nothing really exciting had really happened during her shift, the most interesting thing was Fluttershy and Applejack coming to ask if she knew where Rainbow was, she said no, of course. And since she had so much trust with the others, they believed her. Then after having a short conversation with them, they left to go look for Rainbow.

The strange thing was, she had this feeling she was being watched. She couldn't pinpoint who or where from, but she could feel eyes on her. She didn't know if someone was suspicious of her, or it was more ponies sent to kill her, but she knew someone was watching her. Though, when she was off her shift, she made sure to loose whoever they were. She went into The Everfree, making sure to get into the most dangerous parts possible, and using her Pinkie sense to get through.

She went as deep as she could, until she felt she was no longer being watched. Then, she guided herself back home, making sure not to use the same path, as there was a chance she would run into whoever was following her. When she got back, she was extremely tired, and would have loved to go to sleep. But she had parties to host and an alibi to make for last night, and after all of that it'll probably be night, and she still had to interrogate her attacker and bake his friends.

_  
" I'm so tired!"

Pinkamena had just gotten done with her fifth party, and she felt like she was on the verge on passing out from exhaustion. Usually, she was just tired, as she had an abnormal amount of energy. But, with all her recent physical and emotional experiences, she felt she could sleep for days, and she really wanted to. But, she had some questions, and her friend in the basement had the answers.

Luckily though, there was nothing she could do until the cakes were asleep. Not that they'd hear them, the room was silent. But there was always the slight chance one of them could come down at the wrong time, then they would see her secret basement, and then she'd have to kill them. She would prefer if that didn't happen, mostly because it would be annoying to deal with, and there was real no use for foals. Their too small to make cupcakes, and their bones are too small to be used in any directions, that's why her limit is children, because their neutral on the whole thing.

Usually, Pinkamena would sit in her room thinking until Gummy gave her the news that they were asleep. But, being as tired as she is, decided to sleep instead. Sadly for her, Gummy came back almost immediately, meaning they were already asleep.

" Well, isn't that fucking perfect."

Pinkamena got back up, somehow feeling more tired than she was before. She lazily shuffled down to the kitchen, pressing the button and going into her basement. Welcoming her, was the familiar stench of death and decay that always made her happy, sadly, she was too tired to really enjoy it.

" Hello? Is anyone there?"

Pinkamena truly smile for the first time today, finally glad she has something exciting to do. It would seem her plaything was awake, and eager.

" Oh no, it's just little old me, Pinkamena."

He seemed to flinch at that, but didn't show any signs of fear. He simply just sat there, unmoving, strapped to the table, giving Pinkamena a strange sense of….guilt. But she blocked it out with the feeling of bloodlust and excitement.

" So, where's guys that were with me?"

He said, with nothing but curiosity in his voice. Which intrigued her, almost everyone she brought in here either asked what she was going to do to them, or to let them go. And when they do, their voice is usually full of fear, or at least they stutter. So when she said nothing and walked infront of him, she had a slight look of annoyance on her face, she enjoys the fear. After all, emotional and mental pain is much worse than anything you can do physically, wounds heal, trauma doesn't, she would know.

" Well, after I got their bodes back here, I put them in there."

She pointed towards a door in the back, which he looked towards and shrugged. He looked back at her, and just sat there, waiting to die. While she sat there and stared at him, expecting some kind of response at the realization of his friend's death, like screaming or insults. But no, he just sat there, with his eyes closed in thought. While she was thinking of why he wasn't scared, she realized something was missing.

" Wait here, I have to go get something. While I'm gone, look around the room and tell me what you think! And remember, don't move!"

She walked away with a smile, while he hadn't moved an inch. She liked to act happy around her victims occasionally, because a serial killer who acts happy and joyful, is much more terrifying than the stereotypical one. While he just shrugged and looked around the room, not really interested in the décor, but not really having anything better to do.

" I'm back!"

After a few minutes of looking around the room, Pinkamena came back, with her signature outfit.

" So? What do you think?"

She was wearing what could only be identified as a serial killer's Halloween costume. It had wings on both sides of it, three left and three on the right, making six. While around her neck was a necklace, but instead of jewelry, it was horns. But what really made the costume was around her body, it looked like she was wearing a very comfortable rug, with patches of cutie marks covering it. This made him raise his eyebrows, which wasn't the reaction she was expecting, putting an annoyed look on her face.

" Well, for starters, it's messy and unorganized, the wings look like their barely stitched on, the horns have no pattern or colors that go well together in any order, and the cutie marks look like they were stitched together by an old mare, who's blind. Overall, it looks like the kind of thing you'd put on the front of a refrigerator."

Pinkamena had a look of anger on her face, while he just had a smug look on his. Never once, in all of her years of killing, has anyone insulted her or her work while they've been in her basement. She was about to kill him right then and there, but, she needed answers, and the dead don't talk.

" Well, I appreciate the criticism, but you're going to die. So, your opinion doesn't really matter. But, I'd still like to know what you think of the room!"

Before answering, he looked around the room, paying attention to every detail. The life is a party sign, the skulls around the room with party hats, the intestines hanging from the ceiling like streamers, and the variety of torture tools spread throughout the room, it was very…creative.

" I like your imagination, what you did with the streamers and the skulls, and especially all the mounted heads. But, I think you have too much of one color. Red is a nice color, but there's too much of it. Maybe add more colors that go with red? Like blue or yellow, or even black."

Pinkamena felt proud, but also confused. At first, she thought he was just trying to insult her. But then he complemented her room, and even gave advice on it.

" I'll…think about it, but, let's move on. Usually, I would use a few scare tactics and cut right into you. But, since you're one of the first people who had the balls to attack me, you're going to be treated quite differently. But first."

Pinkamena walked up to him, the sound of her hoofs and the horns clanking filled the room. Then, without warning, she ripped off what he was wearing. He tried to stop her, but he was completely strapped down to the table. She was tearing into him like a foal into a wrapped present, ripping apart the fabric and pieces, making them go all over the room.

It took a few minutes to get it completely off, since the suit was very well made, and was intended to come off unless the owner willingly took it off, which is why she was getting it off so aggressively. When she first tried to get them off the bodes, she couldn't. There was no zipper or anything that showed how to get it off, she tried for nearly an hour before she gave up, not wanting to damage the bodies. She decided just to add how to open the suits to her lists of questions when she interrogates him, but that frustration was still very much there.

She wanted to just burn the suits and never look at them again, but, she needed them. No matter how much she might hate them, they worked. They completely concealed your body and face, and seemed extremely stretchable, which meant they were good to wear. She wanted one, the color pink stands out, and leaves her with a higher chance of being caught. But if she wore this, then even if she's seen dragging a pony back to her basement, they'd never know it was her.

" There…done."

Pinkamena was out of breath, those suits really were made well. But, it took a lot of ripping and tearing, she got it off in one piece, mostly. There were a few holes or spots that were obviously ripped, but it was still wearable. But now she able to see the pony underneath, and she much preferred that.

He was a stallion, and like she assumed, a Pegasus. He was well built, with decent sized muscles and a well toned body, but he seemed, off. While his body seemed healthy, he was pale and had rings under his eyes, who was Pinkamena to talk about health though? His coat was a light blue, while his mane a dark blue. His eyes were a greenish yellow, and his cutie mark seemed to be a cloud raining. He seemed to be apart of The Weather Team, or at least was.

After she examined him, which he either didn't pay attention to or didn't care, as he seemed to be paying more attention to the floor than her, she went to examine the suit. It was the same color black on the inside as it was outside, and the mask wasn't a second part, it was attached to the inside of the face part of the costume. She then began to look around the inside of it, looking for anything that might hint how it's taken off. She pay attention to every detail, any pattern of color, any wrinkles that signaled how it was put on, anything.

But this thing was made both well and kept clean, Rarity herself couldn't make something like this. But then, it was slight, but she noticed something. While paying attention to the color pattern, she noticed there was a part to the left that was a slight darker shade of black then the rest. And now that she paid more attention to it, the color seemed to go down in a line, stopping when it hit the point where the stomach should be. Then she turned it around and put her hoof at the bottom and began to follow it up, when her hoof reached the top, she found something that made her smile out of satisfaction. It was a zipper.

It seemed whoever designed this had put a zipper on it, but thought it would be obvious and painted it black. But either the color of black was slightly different, or it was faded from age, she found it. But, she wasn't done yet, there was still more. She may have found out how to put it on and off, but there was still one thing she needed to know, who manufactured it.

She turned it back around and looked through it, the same way she had before. Usually, no matter how secret they are, all suits and costumes have some kind of mark to show who made it. The main reason for this, even if it belongs to a secret organization, was to make sure there enemies didn't get it. For example: if the enemy were to kill and employee and steal their suit and use it for their own, then if the one who stole it were to be killed, and the organization was as feared, it would be returned to them. But Pinkamena doesn't fear anyone, so that's not a problem for her.

She wasn't sure why she hadn't noticed it before, but there was a small white tag in back of it. It was small and hard to read, but it was there. When she read it the first time, she couldn't believe it, so she read it again, out loud.

" 'Property of the Cloudsdale Rainbow Factory.' "

The room was silent for a few moments, as Pinkamena was trying to process what she just read, and the stallion strapped to the table, smiling as he knew she was slowly filling with fear. Then the unexpected happened, she began to laugh, loudly. This confused him, this was not the response he was expecting. Then she turned towards him, dropping the costume she was holding in her hooves, with a huge smile on her face.

" That's who sent you? The Rainbow Factory? Oh, that's hilarious. What, Are you guys flank hurt that I killed your leader? Well don't worry, you'll be meeting her and your friends very soon."

She was still snickering, but her threat was very serious. Now, instead of being confused, he was angry. For years, the mere name of The Factory put fear in any lowlife that was unfortunate enough to hear it. But this mare, not only was she not afraid, but she was making fun of them!

Did she not understand that she'd pissed off quite literally the biggest organization in Equestria? That they will relentlessly send squads after her until she's dead? That they outnumber her one thousand to one? That she is by herself and has no chance of beating them? If she does, and she simply doesn't care, this mare was more insane then they were told.

" Why aren't you scared? You're literally going to be tortured far more than anything you've done! Don't you have any sense of self preservation?"

Her smile simply just stretched further, showing just how truly insane she was. She put her hooves on both sides of his head, and looked deep into his eyes, with a huge smile stretched across her face. And for the first time in his life, after he lost his sanity in The Factory, after all the ponies he killed, he felt true fear.

" Self preservation? Do you really think after all things I've done and plan to do, I give two shits whether I live or die? Because I don't, I've killed so many at this point, that if you somehow broke free and killed me right now, I'd die happy. You see, the main difference between me and you, and the rest of your Pegasi friends, is I don't care! You guys have a sense of pride and honor, you're doing this because you want to help Equestria, even if it costs you your life. But me, I'm very different. I'm not doing this because I have some kind of noble ulterior motive, or because I'm being told by someone it's for the greater good. I'm doing this because I want to!

I love the thrill of cutting into flesh, and hearing the screams and begging of my victims! I love using every part of their body, their meat and organs for food, their bones for decorations, I love all of it! But most of all, what I love the most, is the rush of battle! So go ahead, send as many as your friends as you want. I may die, but I'll die happy knowing I've taken as many as you as possible!"

If possible, her eyes and smile got wider, looking the happiest she's ever been. While the fear in him was rising, making him want to look away, but he couldn't. All he could do was look in her eyes, her insane eyes. They reminded him of his leader, and he smiled. This was nothing, compared to what's done to him daily at The Factory, this was nothing. Then, he looked back at her, with a huge smile. Which made her smile falter, but, she ignored it.

" Anyway, enough about that. Let's begin shall we?"

Then she walked towards a tray, grabbing a scalpel. Then, deciding it would be a pain to walk back and forth, she brought the tray back with her. She put it on the table near them, not too far from her, but not too close to him. She went to the left of him, and put her scalpel right in front of his cutie mark.

" You wanna know something cool? This is the same scalpel I used on Rainbow Dash. I used it on five ponies before her, usually, I would get a new one after six. But, I have some sense of sentimentality. So, I'm going to use this one for as long as I can, polishing it and making sure it's always sharp."

Then, without warning, she stabbed into the spot beside his cutie mark. But strangely, he didn't seem to notice. He simply just stared at a spot on the wall, not paying any attention to her. This made her hesitate, as this has never happened before. But, she continued, cutting a very straight circle around his cutie mark. Until it was all the way around his cutie mark, which easily came off of his flank. But there was yet to be a reaction, and this deeply confused her.

She then moved around to the other side, and did the same to his other cutie mark. But this time, she did it much rougher and harder, hoping to get a reaction out of him. But he didn't even flinch, but he did move his head toward her. He looked at her with a look she had never seen before, especially in her basement. He had a look of…boredom.

" You think that hurts? Do you really think pain like that is enough to make me scream? Do you have any idea the kind of pain I go through every single day? If you did, then you would know pain like this is nothing compared to it."

She said nothing, and just looked at him. She was amazed, never in her wildest dreams did she ever imagine that any organization could discipline and train their soldiers to such an extent, it made her even more excited. She was extremely eager to test out just what the limit of their endurance was, so eager in fact, she nearly messed up on the cutie mark. But, she noticed what she was doing, and slowed down.

After putting the cutie marks on the table, she walked in front of him. Usually, she would be much more sadistic and bloodthirsty, but she had to be serious. She had questions to ask, and if she got carried away and killed him, she wouldn't get her answers.

" Now, I'm not going to ask you're name, because there's both no point, and you probably wouldn't tell me. So, I'll start with a simple question, who's your current leader with Dash dead?"

He looked at her with angry eyes, and spit at her. But she expected this, and wiped it off with a napkin she had on the table.

" Fuck you!"

But, she simply smiled. Glad she now had a reason to test out her new torture method. She moved over to her tray, which he couldn't see from where he was. She picked something up, and walked back towards him, holding whatever it was she got behind her back.

" Tada! What do you think I'm gonna do with this?"

She pulled out a cheese grater from behind her back, which looked fairly new. It was silver and shiny, and looked like it was recently bought. He raised his eyebrows, not having even the slightest idea what she planned on doing with it.

" Shove it up my ass?"

" Close!"

She walked in front of him, with a smile on her face and the cheese grater in her hand. Then, without warning, she grabbed between his legs, getting a grip on his penis, making him whimper.

" Ooh! You're big, shame you're never going to use it."

He didn't know how to react, this mare was completely unpredictable. She wasn't gripping very hard, but she could have if she really wanted to. She move it up, holding it vertically. He would have gotten an erection, but he was too scared, as he had no idea what she planned to do.

" Now, I'm only going to be doing this for five seconds, as I don't want you to bleed out just yet. And I won't be doing it very hard since I can't start off like that, but, it's made out of sponge, so there's only so much I can do. I suggest you prepare yourself, nothing they did to you is gonna prepare yourself for this."

She said with a huge smile, giving him a few seconds. Then he realized exactly what it was she was going to do, and was filled with more fear than any of her victims before had been.

"No! wait! Please I'll AAAAAAAHHHHHHHHHHHHHH!"

Before he could get out his plea, Pinkamena had already begun. She had quickly pushed the cheese grater against his stallion hood. She was still holding it vertical, so every part but the balls was getting pushed against it. Like she had said, she wasn't pushing very hard. But considering how sharp a cheese grater is, and how soft something completely made out of sponge is, it was tearing it apart.

For those five seconds, he was screaming at the top of his lungs. He was feeling more pain than he even thought possible. He could feel the cheese grater scraping against his dick, cutting everything it touched. And every singe second she was destroying his sex organ, she had a huge smile on her face. Even after the five seconds were up, and she had pulled away the grater, the pain didn't leave. His penis looked like it had gone through a broken wood chipper, cuts and holes every on it. If by somehow he got out of here, he would never have sex again.

" I'll give you a little something to help dull the pain, but it only works for a few minutes. Not because I'm giving you mercy, because believe me, I'd love to sit here and watch you suffer. But too much pain is going to distract you, and you probably won't be able to answer me.

Despite her serious tone, she had a huge smile on her face. She was very glad her new method was more effective than she could have expected it would be, and probably more painful. Sadly, this would only work on stallions. For obvious reasons, this torture method wouldn't work on mares. She'll have to create a special one for them, and she was VERY creative.

Like she promised, she put the now blood covered grater on the table, and went to get a syringe. While he sat there, groaning in pain. He wanted to scream and cry with all the pain he's feeling, but he couldn't. If he did, then she'd be happy, and he couldn't give that to her.

After putting the syringe in a small bottle, she brought it back with her when she started walking back. As soon as she got back to him, she stabbed the syringe as hard as she could into his right arm. Which hurt and drew blood, but his was too focused on the pain in between his legs to pay attention to anything else.

Then, after injecting the syringe into him, she sat down in one of the chairs beside the table. Most likely, it was one of those drugs that took time to spread through the body. So she sat on the table, with a bored face and playing with one of the skulls. The only sound was the dripping of the blood on the floor below him, making a small puddle with spots of blood around it right below him.

" So, the drug take effect yet?"

For a few seconds he said nothing, then, without looking up, he answered quietly.

" No, wait a few more minutes."

Then she sighed, but this wasn't a sigh of frustration or anything, but one of…disappointment. She walked in front of him, and just looked at him with eyes full of expectance. When he noticed this but still didn't say anything, her eyes were now full of anger.

She suddenly hit him across the face, no change in her facial expression. The punch caused a tooth to come out of his mouth, along with some blood. She liked this, being aggressive. She would be way more sadistic and aggressive, and not so timid. But, she couldn't . As much as she wanted to, she had to hold herself back. She had to act somewhat nice, but show she was still very much willing to hurt him. It was basically a good cop bad cop act, but by herself.

" Wh-what the fuck!?"

He didn't really pay much attention to the pain, more focused on the sudden attack. She looked back at him, with annoyance riddled on her face.

" Do you think I'm stupid? I have been doing this for years, do you really think I wouldn't know when the drug I personally have injected into hundreds of ponies would take effect?"

He was confused for a few seconds, until he realized what she meant. He shouldn't have tried to lie to her when he was strapped to the table, but she was right, pain does change how you think.

" Then why would you ask me if you already knew?"

" Because I wanted to know if you would lie if you got the chance, it was a test. And, obviously, you failed. So, to show you what would happen if I caught you in a lie, I hit you. But, since that was a warning, I didn't hit very hard, though I very much could have. There was a bonus though, you know the thing with poker, where they have a sign, called a tale, when they have a bad hand? Well, this also accounts for liars. Unless a liar practices avoiding showing any signs, their body will react in some way to a lie. Luckily, you haven't. You have a tale, and I now know what it is. So I'll be able to tell when you're lying, and when you're not."

His eyes widened in shock, not even knowing he had a tale. But, he was also curious.

" What is it?"

She didn't respond, simply just walked up to him and looked into his eyes, thinking what to ask first.

" If I told you, you'd just try to cover it up. But, enough with the small talk, let's start with the questions, shall we? Not counting that one, of course."

She looked deep in his eyes, and he looked into hers, not being able to look away. There was something…alluring about them, something in them that just made you unable to look away, but terrified you at the same time. The feeling he was getting was familiar, it felt like he was looking back into the eyes of his old boss, and that scared him.

" First question, since dear old Dash is dead, who's in charge now?"

He hesitated, feeling anger rise up in him from the lack of respect in her voice. But he pushed it back, knowing it would do nothing good.

" Well, currently, we don't really have one. The higher ups still keep things quiet, and we employees still do our job. But, if you mean who's giving out orders and making sure everything is organized, I would have to say Dr. Atmosphere."

Pinkamena didn't say anything, as she wanted to keep all her thoughts in her brain. Dr. Atmosphere, Grutch and Bramble were talking about him before. Whoever he was, he seemed to be quiet important if he's a replacement for Rainbow Dash. She'd have to gather some information on him when she gets the chance, if she was going to fight against him, she needed to know him.

" Higher ups? What do they do? Can you give me names?"

Again he hesitated, hating how carefree her attitude was.

" No, I can't. No one knows who they are. Their randomly chosen by Rainbow Dash, or I guess Atmosphere is choosing them now. They usually choose the smartest among each generation, and erase any trace of their existence. Name, family, friends, anyone outside of The Factory who knew them is killed. Anypony inside The Factory has a unicorn dissect their brain, and removes and memory relating to them."

She didn't say anything, but her body language was giving away her frustration. She was obviously sick of dealing with all the secrecy and lack of real answers. Sure she's got a name, but who's to say that's his real name? It's not hard to create a false name, and there's plenty of reason to in this kind of life.

" I would ask why you're so easily giving away answers, but then I realize just what your situation is. Okay, next question. Outside of The Factory, who knows what really goes on there."

He hesitated again, but this time for a different reason. He had to think on this, all employees are given basic information, the rest is gathered or rumors. There were plenty of things they didn't fully know about, this was one of them.

" That's…a tough one. I'm sure you're aware Princess Celestia knows, but as for the other princesses, that's unknown. We don't have the slightest idea if she's told others, as it's not exactly something you just bring up in a situation. And, obviously, Rainbow Dash knew. Other than that, no. Well, except for the exceptions."

This made her curious, as she had thought Rainbow Dash was the only exception.

" Exceptions? What do you mean? Were there others who are allowed to temporally leave due to special circumstances?"

He flinched, not out of fear, but out of rage for them.

" No, these ones don't get to have the pleasure of working in The Factory! Those pussy's were too scared to dirty their fucking hooves! So somepony else volunteered in their place so they didn't have too, while the rest of us are working our asses off for Equestria! I wish I knew their names, so I could kill them my self!"

He spoke with anger and spite, but frustrated he didn't have anything specific to put it on. Pinkamena didn't really respond, other than a slight movement at the spit coming her direction from his screaming. She ignored his little outburst, not really caring about his emotional problems, and asked the next question.

" Anyway, moving on. Next question, in the last ten years, how many foals have been killed?"

" Failures! Their failures! Their not good enough to even be considered beings!"

He screamed once again, with just as much, maybe more anger and spite as last time.

" Ok, how many failures have been killed in the last ten years?"

He didn't say anything for a few minutes, and neither did she. She understood this would take some time to get down to an exact number, or at least an estimate. Doing what she does as long as she has, she's grown to be patient. Then, after a three minutes, he finally spoke.

" About twenty are killed in a month, twenty times twelve is two hundred and forty. Multiply that by ten, and that's twenty four hundred."

He said, emotionlessly, as if he was doing a simple math equation. Pinkamena said nothing, simply astonished at the sheer numbers. Pinkamena had been doing this for a long time, and been doing it in very creative ways. And in all that time, she hadn't come even close to that number, she counts. But, she pushed her feelings aside, she still had more questions to ask.

" How many of those were under Rainbow's watch?"

He didn't say anything, as he again had to think. But Pinkamena's patience had been running out, she wasn't sure how much longer she could hold herself back. Luckily, he answered much quicker this time.

"Seventy two percent."

He responded just as emotionless as last time, not a single care that this was lives he was talking about. Pinkamena said nothing, didn't need to ask how much that was. She was a smart pony, she could do simple math. Seventeen hundred and twenty eight, Rainbow Dash had been responsible for seventeen hundred and twenty eight lives. If Scootaloo knew, she would consider her the opposite of a hero.

Pinkamena felt the familiar feeling of betrayal, and rage. She was somewhere in-between taking her rage out on the stallion infront of her, and breaking down right then and there, and she hated it! She hated these emotions she had to deal with! She just wanted them to stop! But, there was too much at stake. She couldn't let her emotions overcome her, not here, not now. She had to keep herself preoccupied, she had to ask the next question.

" Where is-"

Before she could get her answers out, a clock on the other side of the room rang, startling them both. Pinkamena had an internal clock of sorts, with her sleeping pattern the way it is, she had to take certain…countermeasures. So, unconsciously, she counted every hour of sleep she would need to replenish the energy she spent throughout the day. She counts in other factors too, like lack of sleep or having too much energy. So, if she is busy with something, like business or pleasure. She sets the clock to the time she needs to sleep, so she can have enough energy to make it through tomorrow.

Occasionally, she'd get caught up in whatever it was she was doing, and forget it was there. While Pinkamena was a smart pony, she was also a forgetful one, her memory wasn't always the best. She then turned away from him, picked up the cheese grater, and walked towards the sink in the room, leaving him confused.

" What was that? What? Lost your nerve?"

Pinkamena ignored him, and simply tossed the cheese grater into the sink, planning on cleaning it tomorrow. Then she began to walk behind him, seeming to be looking for something.

" That."

She said, as there was a pause in her voice as she seemed to find what she was looking for.

" Was the sign that I don't have time to play with you anymore."

She appeared again in front of him, with a look of disappointment and boredom on her face. Disappointment because she couldn't get the answers she wanted, and boredom because there wasn't really anything exciting to look forward to for the rest of the night. But it wasn't her face he was focused on, it was what was in her hooves.

It was a gun, a small, silver pistol, with the bottom part of it being black. It had a black strap attached to the bottom, which led back to a cloth black circle, which was around Pinkamena's hoof. That circle was attached to a small line, similar to that of a trip wire. This line was wrapped around the trigger several times, but was barely noticeable.

He had never seen a gun before, as neither him nor anypony at The Factory needed one. But, being as connected to the underground as they are, of course heard of them. The strap that was attached to the gun, which was named Gun Ring, was used to help Pegasi and Earth ponies shoot guns. He knew that they were fast and effective, and a pistol may be the least dangerous, could kill anything just the same.

But strangely, he felt happy. While he had experienced pain, that had been dulled. Now, he was going to be killed with a gun, no pain, no suffering. Though he felt happy, he didn't smile. That might have changed her mind, and though he had been through immense pain at The Factory, he had a feeling she would make his last moments far more agonizing.

He simply watched as she raised the gun up to his head, meeting her eyes as that signature sadistic smile came on her face. Then, as he closed his eyes, preparing for eyes, he felt the gun move slightly away from his forehead, but he still felt it's presence.

" Why aren't you begging? I'm about to kill you and bake you and your friends into pastries, shouldn't you be mad or afraid. Why aren't you insulting and threating me, or begging me to spare you?"

For a short while, that felt much longer than it was, he just stared at her, looking into her eyes. Then he smiled, as if he was talking to an old friend. And for a moment, she wasn't sure whether she broke him, or if he was already broken and just now realized it.

" Because I know ponies like you. You enjoy seeing others suffer and beg for mercy, you enjoy inflicting both physical and mental pain. You're an insane pony with no sense of morality or empathy. So, I won't give you the pleasure of seeing me beg or be angry at you, you're not worth that kind of effort. Truly though, it's a shame that you and my old boss didn't have a true showdown. A battle between a psychotic sadist like you, and an insane monster like her, would have been…interesting to see."

He said nothing else as he looked into her eyes, with a huge smug smile on his face. And for once, in a situation like this, Pinkamena didn't. She simply had a look of annoyance on hers, she was sick of everyone wanting to see them fight, but she was also slightly interested how it would have gone down if both were on equal ground.

" You know, I've been hearing that a lot lately. And as sick of it as I am, I too would like to have seen how that would have gone down. But, I murdered her, no, I destroyed her. Your pathetic leader cried on the table you're strapped to, as I tortured, ripped her apart and open, and broke her, physically and mentally. So, I win, you lose."

His face contorted to that of rage, his face going red and eyes bulging out of anger. But before he had a chance to have another outburst, she shot him between the eyes. His body falling flat on the table, no longer moving. Pinkamena then sat the gun on the table, and walked upstairs. She would have begun to cut straight into them and begin baking, but she was on a tight schedule. His friends were still in the cooler she had put them in, so they'd be fine. He was recently killed, so he won't be decomposing anytime soon.

The second she got into her room, she let her body fall onto the bed. As soon as her body touched the bed, all the adrenaline and bloodlust that was keeping her going through the day vanished. She felt exhausted, she probably couldn't get up if she wanted to. She didn't even bother to turn over and sleep properly, she just lied there, with her straight hair spread around the bed.

She would need all the sleep she could get, for tomorrow, she would understand exactly what she was up against, the hard way.


	3. Chapter 3

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/ Chapter Three: Amicicide/ Story: The Rainbow Factory vs Cupcakes./ by Perfectly Insane/-/

When Pinkamena woke up the next day, after very pleasurable dreams from last night, she woke up with a smile. She had lots of plans today, and she no doubt was going to have to deal with more thugs, she was hoping for it. She still felt disappointed that she wasn't able to fully torture him last night, and that she wasn't able to get her answers. So her mind was going into overdrive thinking of how to torture them, she was going to have to think of new ways since these guys are a bit more tolerant than the her previous victims. Honestly, she loved it. She's never had to think of new ways before, never had to use her creativity and imagination like this before, it excited her.

But she couldn't just sit and bed and think about it all day, no, it was daytime, which meant she was still Pinkie. She had a shift to get to, ponies to serve, names to know, and make sure to keep her act up. After all, 'Pinkie' wouldn't miss a day of work even if she was sick, she would push her self beyond her limits just to make other ponies happy. As much as it sickened her to act like such a child, she needed to. She couldn't stop the act now, it's been too long. Besides, it helped her stay hidden. No one would suspect a child of murder, even if said child had the knife in their hoofs. The advantage of such an act is just too good to give up, and it completely shocks her victims, making the act worth it. There's no greater reaction that finding out the most innocent, childlike, trustworthy person torture you to death, it was…orgasmic.

" Pinkie! Are you awake yet? Your shifts about to start!"

Mrs. Cake knocked on her door suddenly, startling Pinkamena. She hadn't realized she had woken up so late, she usually wakes up an hour or two before her shift. Maybe last night had taken more out of her than she thought? Either way, she had to hurry, Pinkie was never late.

" Sorry, Mrs. Cake! I got busy playing with Gummy and lost track of time, I'll be down in a minute!"  
Pinkamena said in her sickly sweet voice, the same one she's been using for years to trick so many, perfecting it. It was really quite amazing how well she's able to trick others, manipulating them, making them think and act the way she wanted. Sometimes, she honestly thought she was a better actor than some changelings, and acting was one of the things changelings were best at. So to be able to trick and act better than a changeling, that takes an unnatural amount of talent, and Pinkamena was extremely proud of it.

But enough thinking about useless things, she had to get ready for her shift. So, after hearing Mrs. Cake walking back down the stairs, Pinkamena did just that. She went into her bathroom, did her normal morning routine: Brushing her teeth, washing off any blood or other fluids she might have missed from last night, made sure to put makeup on any noticeable bruises, and used her brush to curl up her hair in the normal Pinkie fashion. Then, her favorite part, was the smile. She couldn't just smile any smile though, this had to be a childlike, innocent, genuine smile. Any less, than ponies will start to suspect something was wrong, and she couldn't have that. It would cause…problems, any she had plenty of those right now.

But the secret to the smile wasn't just to think candy and rainbows, it wasn't that simple. You had to think of the most happiest moment in your life, a moment that no matter how many times you think about it, it always brings a smile to your face. And keep that moment in your head, no matter what. That was the only way to keep a real smile on her face, and it's worked so far. That moment for Pinkamena, was her first time. Which was also the same time she lost her virginity, it was the best night of her life, without a doubt.

His name was Sparkling Stream, and he was both her first and last crush. She stopped having romantic feelings for anyone after him, she stopped feeling and doing a lot of things after him. Both him and her were teenagers when it happened, the prime of their lives, but only one of them lived on to enjoy it. He was tall and strong, at least for a teenager. He had average looks and intelligence, he was a normal pony. He had a brown coat and mane, his green eyes sticking out because of this. He had a very bold face, with his sharp chin and strong nose, matching his personality. His cutie mark was a hoof ball, something he had discovered while playing sports. He later joined the team, becoming one of the best players on the team. What caught Pinkamena's eye though, was his personality.

He was a very nice pony, and something about the way he talked and acted just made him so alluring and interesting. But for whatever reason, he had taken an interest in her. They had begun to talk almost everyday, becoming friends. This was when Pinkamena had come back from her journey to see the world, she wanted to spend more time with her family, though this was temporary. While this was the main reason, it wasn't the only one. This was in her more…innocent days, where she thought killing and such was wrong, it's almost laughable now. Her bloodlust was already there before, but she hadn't killed yet, so it wasn't as strong. For years, she was able to keep it tamed with animals and such, as much as it pained her. But when she got into her teens, her hormones had started. Bloodlust and hormones combined was a very bad combination, almost as bad as emotions. So when they started hitting her, not only did her already crazy sexual urge increase, so did her bloodlust. She was slowly starting to lose control of herself, which, eventually, she did, becoming what she is , in an effort to control herself, she moved back with her family. After all, it's easier to kill someone you don't know, than someone who loves you. It did help, for a while. Then she met Sparkling, making self control a fading idea. Pinkamena never did have that much self control, at least not back then. But her innocence and morals held her back, but not forever. It wasn't one big event or anything like that made her lose control, it was something that happened overtime. It was much like leaving the water on with a cup under it, slowly, the water filled up the cup. Every single day, filling up more and more, pushing it closer to it's limit. Until one day, the cup either overflows, or breaks. In this scenario, the cup broke after being overflown.

One day, at school, Pinkamena exploded. She saw him that day, and she just couldn't take it anymore. So, she seduced him into the janitors closet, and did it there. He resisted a first, but he eventually gave in. they fucked for nearly an hour, both to the point of exhaustion. She never said anything, the only sounds coming out of her were moans, no words. But when they finished, she only acted exhausted. She didn't intend to just sleep with him, she was going to kill him. Without any warning, she pulled a knife she had always kept on her, and stabbed him. But it didn't kill him, she didn't want it too.

She instead stabbed him in the stomach, as Pinkamena knew that being stabbed in the stomach was one of the most painful deaths there was. It was slow and painful, it could take up to hours before finally bleeding out, not from experience, just from movies and books. His face wasn't that of pain though, despite there no doubt he was in an immense amount of it. Instead, his face showed betrayal, and disbelief. His pupils were dilated, his breathing was erotic as he sweat profusely, he said nothing. He simply just looked her in the eyes, no fear, no rage, nothing. Pinkamena on the other hand, felt quite different. She was also looking into his eyes, with a huge smile on her face. A huge, malicious, sadistic smile, with stretched from one side of her face to the other. Her tongue sticking out of her mouth, licking the blood off of the knife, every last drop. She felt joyful, and relieved. Relieved that she finally released, making her feel relaxed.

For who knows how long, they just stared at each other, neither saying anything. But, finally, when Sparkling realized his time was almost up, he said something. He said three words, words that took all of the emotion out of her, three words that broke her.

" I Love you."

Those were his final breaths, his final words, his final anything. After that, Pinkamena just laughed, not caring if anyone heard her or not. But, she got lucky, no one had. So, after successfully hiding his body, she started what she was doing today. The torturing and cannibalism is something that developed later on, when she had decided to start experimenting. But no matter what she's done or will do, that memory will always stay her favorite, and the one that will always make her smile.

So after her perfect fake smile on, and remembering where she was and what she was doing, she nearly ran out the door. Luckily, she didn't spend too long in nostalgia, the store hadn't opened yet. She quickly walked towards the door, opening it, and began to walk out. But before she could, something happened, something bad. Her entire body shook violently, the entire world seemed to shake, it was worse than an earthquake. It only lasted a few seconds, but the effect was still there.

Pinkamena then filled with fear, and some anxiety. What she just experienced was a doozy, and it meant something big was going to happen, something bad. She doesn't have doozies often, but when she does, it's usually, something life threating, sometimes even worse. Which meant it was either going to happen to her, or someone in Ponyville, most likely someone in Ponyville. Considering how much Ponyville comes under attack or is in danger, it's probably another monster attack or something. Then again, monster attacks have happened before without a doozy, so why would this time be any different. Whatever it was, Pinkamena didn't have time to think about it, she had a job to get to.

Pinkamena ran out of the room, bouncing her way down the stairs, acting normal. She didn't want to worry about it, all it would do was make her anxious. She decided to just go through her day normally, she had enough to worry about already without worrying about the future. She was determined not to let it bother her, she had to be carefree, she had to be happy, she had to be Pinkie.

For whatever reason, it was a pretty slow business day. There were usually tons of ponies that came to Sugarcube Corner everyday, either to see Pinkie, or because of their pastries. But today, it was very slow. It was so slow, Pinkamena wondered if this was the doozy. That this would happen from now on, and Sugarcube Corner would go out of business. But she decided that couldn't be it, the Pinkie Sense was never that simple.

The worst part about it though, was the boredom. Pinkamena may have hated a lot of things, but boredom was by far one of the worst. Sure, it was annoying pretending to be an immature Bilbo, but at least she was entertained. But with boredom, she was left to her thoughts. She didn't like that, not one bit. The voices were there, waiting for her, wanting her. Sure, she liked to talk them about various things, when she was working. But when she was alone or bored, they changed. They were more…disturbed, detailed, demonic. It was one of the few times she was ever scared, that's why she didn't like to not be working, or be alone.

Then, to Pinkamena's joy, the bell to the bakery rang. Making her snap out of her thoughts quickly, putting on her smile once again. But the customers made her smile leave her face, her hair nearly going fully flat right then and there. Her emotions were bouncing all over the place, she was shaken to the core. The first customer who came in was one of her 'friends', Fluttershy. Suprisgenly, considering her personality, she seemed happy. A smile across her face, which would usually be hard to see because she hid it behind her hair. But she was eagerly speaking to the pony beside her, which was probably why she was happy. But what shook her wasn't Fluttershy's personality, it was who she was talking to. She was talking to a ghost, someone who shouldn't be here, someone who shouldn't be anywhere. Rainbow Dash.

She was normal, happy, even. She seemed to be laughing at something, probably a foal hood story only her and Fluttershy would know. There were no scratches or wounds on her body, nothing even remotely indicating she'd been tortured. Her wings were still intact, her cutie mark unharmed and still on her flank. Everything about her seemed normal, like nothing happened, like their party never happen. And that both shook, and enraged Pinkamena. For once, she had no words or jokes. She had nothing to say or do, she could do nothing but stare.

Pinkamena did nothing, her body slowly losing the look of joy and laughter, morphing into its normal self, it's real self. She wasn't losing her entire joyful appearance; she was still partially aware of her surroundings. She tried her hardest to keep up her look, but it just wasn't working. Her hair was deflated, her smile was obviously fake, her colors were darker, but not faded. No matter how much she tried, she just couldn't. Her mask was slipping, and there was nothing she could do to stop it.

As Fluttershy and Rainbow approached, Pinkamena got more and more anxious. Fluttershy's face slowly changed from happy to worried the closer she got, while Rainbow remained smiling, but differently. It was more malicious, sadistic, dark, it was the smile of a knowing killer. It enraged her even further, it was getting harder and harder to hold herself back. Her face was getting angrier now, despite how much she tried otherwise.

"P-pinkie? Are you okay? You seem…bothered by something."

Fluttershy said softly, Pinkamena barely noticing, as she was keeping eye contact with Dash. Fluttershy shivered, the tension in the was immense. It was heavy and thick, making the once joyful atmosphere feel menacing. The tension in the room was so intense, the few ponies in the bakery could feel it from the other side, making them feel uncomfortable and scared. It wasn't just the tension either, it was the look on their faces, though only Fluttershy could see them. Rainbow had a wide, confident, malicious smile on her face, which would have intimidated anyone. Pinkie seemed like she was experiencing a lot of emotions, her face was contorted into a very stressed and angry face. Her smile was obviously fake, her eyes focused on Rainbow, a look in her eyes Fluttershy couldn't pinpoint. What scared her the most though wasn't the tension, or the look on their faces, it was them. Those looks coming from her foal hood friend and the most innocent pony she knew, that's what terrified her." I-I'm f-fine Fluttershy, j-just had a bad cupcake, that's all."

Pinkamena could barely speak properly, the emotions swirling inside her making it hard to concentrate. Even if she could, she doubted she could talk like Pinkie. Pinkie usually talked randomly and in a high pitch, joyful, random voice. But Pinkamena was too distracted too even think of anything to say, and she was creative. She was sure the act was failing, considering what happened last time her mask fell, that was a very bad thing. She needed to go, now. If she didn't, she would surely break, and that would cause unforeseeable problems.

" Really? But Pinkie, I thought you were really good at making cupcakes. I mean, when I came over the other day to help you make cupcakes, you seemed to really enjoy making them. You had a huge smile on your face, and we did so many fun things! And the cupcakes we made turned out great! I hope we can make cupcakes together again."

Pinkamena couldn't hold herself back anymore, her smile had dropped, her act had dropped. This didn't seem to intimidate her at all, if anything, it seemed to make her happier. Her smile stretched farther, her eyes expanding, making her smile seem less innocent. This just made Pinkamena angrier, it took every ounce of will and self control not to slice her throat right then and there, and she was a very controlled mare. Pinkamena couldn't decide what angered her more, the look on Rainbow's face, or not knowing how and why she was still alive.

Poor Fluttershy couldn't do anything, she was far too shy and ignorant of the situation to know what to do. Fluttershy wasn't a pony person, she wasn't good at socializing or dealing with two friends fighting. So she couldn't do anything right now, all she could do was hope nothing would happen. She wanted to stop them, to see what the problem was and get them to stop fighting, to make them friends again. But she couldn't, that was more like something Twilight would do, not her. The best thing she could do right now was get what she came for and go, and to ask Twilight for help. If she wasn't too busy, that is.

" P-Pinkie? If it's not too much trouble, do you think you could make a carrot cake for me? Angel's birthday is coming soon, and I know how much he likes carrots, so I just thought he might like a cake made out of them, if that's not too much trouble."

In the middle of her sentence, Pinkamena had slowly began to look at her, her face showing nothing but annoyance. This scared Fluttershy even further, she had never seen a look like that on Pinkie's face, especially not directed towards her. It scared and intimidated her so badly, she had tried to hide her face in her hair, her speaking beginning to slow down and become more quiet. She eventually crouched onto the floor under Pinkamena's gaze, using her hooves to cover her head. Pinkamena said nothing, she couldn't say anything. If she said anything, just one thing, she might explode.

"Pinkie, what's with that look? You seem annoyed, is it all that much to ask? I mean, if it's help you need, I'd be happy to put some blood and sweat to help you. C'mon, help a mare out. I'd hate for you to deny poor little Fluttershy, it would hurt her feelings. And you wouldn't want to hurt anyone, would you?"

Fluttershy was more confused, she had never seen Rainbow act like this. Rainbow was always brash, confident, and straightforward. She would have been angry at Pinkie for treating her like that, maybe even instigating a fight. But the way she was acting now, was in contrast to how she usually was. She seemed calm, calculating, like she knew something nopony else knew, she was acting like Discord. Pinkie was acting different too, but she hadn't talked yet, so Fluttershy wasn't sure how. But she was getting more and more anxious, the tension was growing every second, it was starting to get suffocating.

Pinkamena had seemed to get even angrier, if that was possible. She began to grind her teeth, seeming barely able to hold her self back. She seemed to be on the very edge, and anything can push her off. But, surprisingly, she spoke.

" Sure! I'd love to make you a carrot cake Fluttershy! We're low on carrots right now though, so it might take a few days before we can make you one. Is that okay?"

Her voice was perfect, it sounded exactly like Pinkie, it was scary. Despite her angered face and body language, the immense amount of tension still in the room, she still sounded like Pinkie. Which made Fluttershy think, if she could sound like that while like this, how many times has she pretended to be okay? In her confusion and terror, she almost forgot to answer.

" Um, yeah, t-that's fine. I'd like to pay for it whenever it's made instead of early, if that's okay with you?"

Fluttershy could barely speak, too afraid to look at her directly.

" Okey Dokey Lokey, what about you, Dash? Did you want anything?"

Rainbow didn't say anything for a few seconds, as she had been thinking about something. She was surprised, she had been fully expecting Pinkie to lash out at her, at least, that was the plan. But she seemed to have underestimated Pinkie's tolerance, that's fine, Rainbow had planned for this, she always kept backup plans.

" Nah, I just came to see if you needed help making cupcakes again. But if you don't, I got to go, I promised to help Scootaloo with some stunts. Make sure to call me if you change your mind though, I'll be here in a heartbeat."

With that Rainbow flew out of the bakery, Fluttershy doing the same, but much slower, and didn't actually fly. Pinkie though, didn't move, not yet anyway. No, she waited, and waited, and waited. She waited until everypony in the bakery had left, mostly because the remaining tension still in the room made the atmosphere very uncomfortable. The second the last pony left, she blasted to the door, locking and flipping the sign to close. She then wrote a letter to Mr. and Mrs. Cake about Fluttershy's request, they had gone to get some ingredients that they needed.

She then pressed the button hidden under a loose board, unlocking the basement, which she rushed to get into, nearly forgetting to press the button on the other side of it that closed the door. She was too busy thinking, her emotions already distracting her enough. Her face represented her emotions perfectly, but no one was around to see it. Rage, disbelief, annoyance, despair, and strangely, joy, she didn't really understand the last one. But didn't really have time to think, she needed to check something, something important.

She didn't pay any attention to anything in her basement, she had a higher priority. Instead, she focused on a door to the left of the room, where she kept her projects. It was a white door, with a bronze doorknob, about half the size of the roof. It had a small white sign on it, which said ' In progress projects'. Which was exactly what it was, a bunch of projects and ideas Pinkamena has had over the years, though she rarely has time to work on them.

She quickly opened the door and ran in, looking around for something in specific. When she couldn't find it, despite everything being incredibly organized, she began to toss things around in search of it.

" Where is it!? Where did Grinch put it? That fuck probably took it with him to show to his guy friends! I swear, I'm going to castrate that piece of shit the next time I see him!"

She said angrily, hoping that was the reason she couldn't find it. Her frustration grew every second she couldn't find it, feeding her anger, making her mood worse. After a few minutes of completely tearing apart the room, resulting in multiple toys, tools, weapons, and many other things, she gave up. She had searched every single inch of space in this room, and it wasn't a very big room. She couldn't find it, she just could find Rainbow's body. She was about to walk out of the room and go find Grutch. Until suddenly, she saw something out of the corner of her eye, something that didn't belong. It was a small, clean, white piece of paper. It seemed to have writing on it, which wasn't in Pinkamena's hoof writing.

What made this strange wasn't what is was, but where it was. Other than the sign on the door, there weren't any pieces of paper in the basement. Especially not in here, Pinkamena had near perfect memory, she didn't need notes or journals. So, curiosity replacing her anger and frustration, she walked over to the piece of paper. From the way it was written, it seemed to be a letter.

Dear Pinkamena.

Hi! It's your best friend, Rainbow Dash! I Appreciate you taking such good care of me, but, as you can see, I had to go. As much as I enjoyed our time together, I couldn't just stay. As leader of The Rainbow Factory, I have many responsibilities and things to do, I'm sure you'd understand. Also, don't blame Grutch or Bramble for this, they were out numbered, they didn't have much of a choice. Don't worry about them though, they're still alive, I made a promise to the underground not to involve them in this. This isn't over, I hope you realize that you've started a war. Who am I kidding? It'll be a massacre! You're completely by yourself! You may be good in combat and with weapons, but I like to think anything can be outnumbered. So Pinkie, I recommend you find yourself some allies. I'm only giving you advise as an old friend, also because you're the first threat we've had in a while, I'd hate for you to be a disappointment. So, please, entertain me.

Love, Rainbow Dash

Pinkamena said nothing as she read the letter, she just stood there, feeling nothing, thinking nothing, just standing. Then, a smile stretched across her face. It was wider than any smile she's had before, she's never felt such joy. She then began to laugh maniacally, as the letter dropped from her hooves. Her eyes were dilated, her body shaking in absolute excitement.

" Oh Rainbow Dash! I love you! Not only do you make puns about your torture, but you brag and toy with me like a prey with it's food. I've only dreamed about meeting somepony like you! This is going to be wonderful! I can't wait to rip apart your henchman piece by piece! To watch the fear in their eyes as I torture them to death! But you! You I'll let live! I'll let you watch as I rip apart your precious factory! I'll make sure to break you and build you back up, just to break you again! I'm going to make you my bitch!"

Pinkamena screamed at nopony in particular, no longer able to hold herself back. She began to laugh again, feeling her body overcome with emotions. The war everyone had anticipated was going to happen, and it started here.

Rainbow hadn't flown far from Sugarcube corner, she just flew fast to make it seem like she was. Instead, she had flow onto the roof of a nearby building, with a grim look on her face. On the roof waiting for her were three ponies, all in the same suits of the ponies that had attacked Pinkamena. They had hid behind a chimney crown, wide enough to hide all three of them. They were able to see the bakery from where they were, which is why that spot was chosen. When Rainbow had landed on the roof, they had slowly came out from the crown, going into a line infront of her.

" Ms. Dash, what happened to the plan?"

One of them said, worry in his voice. The others said nothing, waiting for her response."

" It seems I miscalculated, she didn't lung at me like I thought she would. No matter, I called it plan A for a reason. There are twenty five other letters in the alphabet, but we'll only need one, B."

The others looked at each other in confusion, they hadn't discussed a plan B, they usually don't need to.

" And what is plan B, Ms. Dash?"

Rainbow turned around and looked at the bakery, a smile stretching across her face.

" We wait, we can't do this in the day, secrecy still takes top priority. So, we wait. It will only be a few hours until night time, then we'll strike. I've taken precautions to make sure the Cakes will be gone for a few more hours than expected, but we'll only be in there for a few minutes. I'm still not positive she's alone, I don't like taking chances. Then, like the first plan, we'll take her to the factory. We'll ask her some questions, attempt to convert her if possible. But if we can't, we let her go. We have to learn if she's truly alone or not, by letting her go, we'll know. When we have, we'll kill her and any possible allies she may have. You can hurt her, just nothing fatal, Understood?"

The three ponies behind her nodded their heads, confirming they understood. Though, they didn't realize they were being lied to. Well, not really lied to, more like half truths. Rainbow knew Pinkamena was alone in this, she knew her type, she didn't trust anyone. But she'll have to make allies now, whether she liked it or not. Rainbow didn't like to take chances, that was true. But, because of all the things they've been through together, she was going to make an exception. Everything else she had told them was true, she didn't like to lie to her coworkers.

Even if she didn't know, she'd still let her live. She should have read the letter by now, which meant she was preparing. But she wouldn't try to get allies until tomorrow, after she knew exactly what she was getting into. Rainbow wanted a challenge, something to excite her, to push her, to make her heart pump, she wanted an enemy. That part wasn't an act, this was going to the most fun she's had in a long time.


	4. Chapter 4

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/ Chapter Four: Confrontation./ Story: The Rainbow Factory vs Cupcakes./ by Perfectly Insane/-/

It had been three hours since Rainbow Dash had told her underlings to wait, glad her discipline tactics were working. As effective as they are at being discreet with these things, Rainbow wasn't stupid. This was an enemy that was probably expecting them, they knew little to nothing about her, she was a highly known social figure, and, while almost positive, she wasn't sure she was alone. Under normal circumstances, they wouldn't wait until night to strike. But considering everything, they needed every single advantage they could get, numbers may not be enough against this specific opponent. It was more than just being sure though, this situation was personnel to her. Yes, she had lied to all of her friends, but that wasn't her being disloyal. She had no choice in telling them, so she could do nothing else but protect them. Other than that, she was nothing but loyal to them. While her behavior was fake, her actions were not. On some level, she did care about all of them. Especially Fluttershy and Pinkie, she cared for those two more than the rest.

But now, she had been betrayed. By Laughter, no less. There were only two people she truly cared about, two people she had called friends. And one of them tortured and killed her, despite everything. Being the Element of Loyalty, she saw betrayal as one of the worst sins that can be committed. It filled her with rage and loathing, something she hadn't felt in a long time. She was going to use every ounce of power she had to make Pinkie suffer. But, to do that she needed patience.

"Ma'am, the open sign has been changed to close, the street lights have been turned out, and it's nearly curfew. I believe now would be the time to strike, but if you disagree, we will wait for further instructions."

Rainbow Dash had been leaning against a chimney on top of the roof they were waiting on, her arms were crossed and her eyes were closed in thought. She was wearing the same kind of clothing her coworkers were, as blue wasn't exactly a hard to see color. It covered every inch of her body, the only difference was that her eyes were more visible. She had told them to wait until night, but she hadn't honestly expected them to be so eager. Then again, it has been a long time since The Factory has had a real enemy. Something that posed a real threat, that had killed one of their own. If she wasn't in the position she was, she'd probably be excited too.

But, since this was technically her fault for trusting someone, she had to handle it quickly and quietly. Besides, she wasn't excepting much. Most killers who tie down and torture their victims, either don't like to fight, or can't. She didn't think that Pinkie would put up much of a fight, the ponies with her were really just a precaution, can never be too careful.

"No, you're right, there's no need. Attacking now would make the most sense, good work. Now, here's the plan."

Rainbow lazily got up, shaking her body a bit when she got up, as her body was somewhat stiff. She began to walk to the ledge of the roof, looking down at Sugarcube Corner as the final lights began to turn off. She's most likely not in her room, or really anywhere in there. There's a hidden basement in there somewhere, that's where she took me. But I was drugged when she took me, so I haven't the slightest idea where it is exactly. It was the middle of the day when she drugged me, and Pinkie's not stupid, she wouldn't try to drag an unconscious Pegasus through Ponyville, so the basement must be in there somewhere.

The plan is very simple, I will go through the main entrance, in case she's waiting for me. She thinks I'm alone, and that's where you guys come in. As I said before, it would be better if I don't personally know your identities. But, since you're all employees, you already know who I am. So, I will address you with numbers."

Her voice was strong and commanding, the voice of a leader with years of experience. She turned around and pointed her hoof towards the closest one, making them startle. The way the suits are made, they completely cover any and all size or physical differences. Using certain alliteration spells, made the wearer the size of the average pony. The only things allowed for wings and horns, so use won't be an issue.

There were three of them in total, all of them were standing in a line behind her, the discipline they'd gone through showing results. The suits had been the exact same ones used on the ponies sent after Pinkie, with black cloth effectively covering their body's, making it near impossible to identify them. There were mask inside the suit for further protection, with holes in the mask so they could see.

"You will be number one, the one beside you will be two, and the one beside you will be three. Remember your numbers, as that's what I'll call you for the remainder of this mission."  
After being startled the first time, they hadn't responded in any other way. Other than the nod from each of them when she gave them their numbers, they stayed completely still. They were trained not to show emotion of any kind, because emotion was weakness, and weakness wasn't tolerated.

"Number one, I want you to go through a window on the highest floor. But don't break it, we can't leave any traces. Make sure to find the stairs and hide in them, don't come out until I tell you. There's a slight chance she'll be sleeping in her room, if she is, make sure she stays asleep. But don't kill her, there's still things she has to answer for.

Number two, I want you to go in through the kitchen. Pinkie could be in the kitchen getting a snack or something, if she is, take her down. You're also responsible in case she tries to run through the backdoor in the kitchen, which is how you'll be entering.

Number three, you'll be the reserves. I want you to wait near the entrance, in case she tries to run away, which I expect. In the scenario we all fail, which is practically impossible, you'll come in. I don't want you to attack immediately, she'd still be on guard. Wait until she starts dragging us somewhere else, and when she does, strike. She'll both be tired from fighting, and not expect to be attacked again. But, don't worry, that scenario won't happen. Pinkie is the kind of killer who fights, as she ties down all her victims. She won't want to fight, she'll be too afraid. Now, do all of you understand your roles?"All of them nodded in response, each understanding their individual role in every scenario, prepared to complete the mission no matter what happens.

"Good. Now, on the count of three, I want all of you to do what I told you, while I'll go through the front entrance. One,"

Rainbow Dash quickly turned around, facing Sugarcube Corner.

"Two,"

Rainbow began to slowly lower herself down, looking like a predator ready to pounce. Her wings slowly beginning to stretch out as she prepared to take off, the ponies behind her doing the same thing.

"Three!"

On cue, all of them split off in their own directions. Each going to their specified location, doing so as quickly as possible. Rainbow went straight towards the entrance, her body going almost too fast to see. She needed this mission to go smoothly. But, some part of her wanted Pinkie to fight. She wanted a challenge, she wanted something that could be a real threat, she wanted to feel the rush of not knowing whether you'll come out top or not. She knew it was unlikely that Pinkie would put up any fight, but the idea put a smile on her face.

Rainbow slowly opened the doors to the bakery, making sure not to let the bell ring. It took a lot of effort, considering how sensitive the bell was, but she managed. She quickly slipped her body past the door, making little to no sound as she did so. She wasn't very experienced in infiltration missions, but she did know how to get in and out of places quickly.

The first thing she noticed about the place is how dark it was, she's been here after hours before, and it wasn't usually this dark. Though, it did work to their advantage, that didn't make it any less suspicious. It was almost too dark to see, she was only able to make out big objects from a distance, and it was mostly their outlines. And while her and the other could adjust, they're vulnerable until they do. Rainbow hated being vulnerable.

She stopped moving for a few minutes, wanting to wait until she adjusted before she bumped into something and gave away her location. She hoped the others would do the same, it would suck to lose them to such a stupid mistake. This wasn't their first mission, nor would it be their last. But this was the first time they'd had orders to kill another pony, one that wasn't a Pegasus. While they had been told just too incapacitate her, they knew she was going to die. Nothing that isn't a Pegasus ever leaves The Factory alive, especially not an enemy that killed one of their own. She was going to die, one way or another.

After adjusting to the dark, Rainbow took a look around. Everything seemed normal, the chairs were stacked on the tables, all of the candy was on the shelves behind the counters, it all seemed normal, which was the exact issue. Rainbow was expecting Pinkie to be hiding in the dark waiting to pounce, or maybe even under one of the tables or behind the one of the counters. But this completely silence in the room was something she was expecting, it was almost disturbing. Killers like her tend to use things like the dark to their advantage, her entire plan was based on Pinkie being here.

Rainbow checked every possible hiding place, and even some impossible, this was Pinkie Pie after all. She had to be absolutely sure she wasn't here, because if she was, and they started looking somewhere else, it would be too easy for her to kill them one by one. She had to be absolutely positive Pinkie wasn't in here, because if she didn't, it could mean the lives of her and her team.

As Rainbow was walking in the dark, her hoof hit something the ground. It was hard and cold, it felt like it was sticking out. She lowered her head to try to see where and what it was, it was dark, so she needed to get close to see it. What she found, was one of the floorboards protruding from the floor, it would be entirely noticeable in the day light.

It wasn't just a random board either, the closer she looked at it, the more she noticed there was something under it. She couldn't make out what it was, it was small and round, and seemed to be embedded into the floor under the board. She slowly began to move her hoof towards it, she needed to know what it was, she didn't take risk.

As soon as she touched it, and quickly lowered down, and then rose up again. This made her retract her hoof, as the sudden movement triggered her reflexes.

"It seems like a button or switch of some kind, and I just pressed it. It doesn't seem to be a trap, since it would have activated by now. Then what does it do?"

She said in a silent voice, almost quizzically. As soon as she said that, she heard a shifting noise nearby. It seemed to be coming from behind the counter, the sudden noise had startled her, but she somewhat expected it. She peered into the darkness to see what it was, and her eyes widened when she saw it.

The cabinets behind the counter that held the candy began to move away from each other, making a lot of noise while doing it. It took a few minutes before they stopped, but when they did, they revealed a wooden door in the area they were moving away from. This amazed her, as she hadn't seen a hidden door this well hidden for a while.

"So, that's where your secret basement is, Pinkie. Well done."

She said in a somewhat louder voice, now confident Pinkie wasn't in here, she was down there. She was most likely preparing for them, and wasn't expecting them to be here already. She suspected her team had heard the noises, but they were given ordered not to do anything until she said so, so, they were probably waiting for her.

She walked toward the counter in front of her, then she tapped on it with her hoof a few times. Everyone in The Factory was taught morse code, in the scenario they couldn't talk for some reason. She just used morse code to tell them it was okay to come out, she could have just said so, but she wanted to test them.

Like moths to a flame, they all began coming to her. It was hard to make them out in the dark, but since she knew where they were coming from, she only had to pay attention. The first one to get to her first was number three from outside, number two from the kitchen, and then number one from the stairs. When they all came together, and she could guess they were probably confused. Before they asked any questions, she pointed towards the door. They quickly understood, and waited for her orders. "This does change the plan somewhat, I though she just had a basement around here I hadn't seen before, I wasn't expecting it to be hidden like this. If we go in there, there will be only one way out. Which means she could easily trap us in. But if she doesn't, and she tries to run, we may not be able to block the entrance in time. Either way, this is in her favor.

The best scenario I can see going for us would be to leave one of us out here, so they could reopen it in case we get trapped, or stop Pinkie from escaping."

She then shifted her gaze to the pony on her left, which was number three.

"Number three, since that was originally your job, I'll give you this one. Somewhere around there is a piece of the floorboard that's sticking out, walk around there and you should find it eventually. Under it is a button, pressing it will make the cabinets slowly open."

She pointed her hoof to an area a few feet from her, looking at number three as she did so.

"Also, there was a third scenario, same as before. There's a slight chance she could somehow kill us, but since you're out here, you would have no way on knowing. So, I'll set a time. It shouldn't take us longer than five minutes. As soon as the five minutes are up, I want you to slowly come down and assume the worst. But since she's most likely not a fighter, that scenario won't happen. Do you understand your role?"

The pony known as number three slowly shook their head, knowing full well just how important their part was. Rainbow then looked at the ponies in front of her, using her head to gesture them towards the door. Understanding she wanted them to go first, they nodded towards her and began to walk towards it, Rainbow following behind them. When they got to the door, they still kept formation. Number one slowly opened the door, with number two behind him, prepared for the chance of something being on the other side. Rainbow Dash had decided to stay a few feet behind, there was no such thing as too safe. After waiting a few seconds to make sure, Rainbow made a gesture for them to look in.

Slowly and cautiously, they did. And what they saw down there looked like something out of a horror movie, it was almost cliché. The first thing they saw when they looked in was stairs, lot's of stairs. From the top, it seemed to be an endless amount of gray, stone stairs going down. It wasn't completely dark though, every few feet down, there seemed to be a torch, which just made it more cliché.

Rainbow walked toward them, herself curious what was behind the door. When she saw what was on the other side, for a split second, she nearly chuckled. This was exactly something Pinkie Pie would do, it was almost comedic. But then she remembered why she was there, which made her boiling rage resurface. She shoved number one, being a bit more forceful than she meant, the spike of rage she felt making her push harder. He grunted as he tumbled toward, barely able to catch him self. One looked back at her for a few seconds, but said nothing, knowing better. One began to walk down the stairs, number two following behind.

Rainbow waited a few seconds after they went down, she couldn't mark out the possibility of traps. After they seemed to safely travel down the stairs, she suppressed her rage, calmed herself down, and began to follow behind.

The stairs were actually a lot shorter than she expected it to be, it looked a lot longer than it actually was. It was probably some optical trick with the torch's, or maybe something with the stairs. Whatever it was, it worked. It only took about two minutes to get to the bottom, and they weren't going fast either. At the bottom of the stairs was pretty much what she expected, a wooden door similar to the one at the top of the stairs, except the pattern on the front was a bit different. Instead of the curvy lines on the front like the one at the top, this one had three vertical lines going down it. Like the door up top, they carefully opened the door. With number one slowly opening the door and number two hovering behind, Rainbow dash still on the stairs being cautious.

Like the door on top, nothing was behind, no traps, no corrupt laughter, nothing. This was actually starting to worry her, the tension was seriously bothering her.

"Move in slowly and carefully, she has to be in here, there's nowhere else she could be. Traps are still possible, so watch where you walk." Rainbow said diligently, knowing any minute know, Pinkie would appear.

They nodded in response, and began to enter the room. The room was bigger than it looked, which wasn't really surprising considering this was Pinkie Pie. Walking in, the first thing anyone would see is the torture table. It was immensely clean, no blood stains or fur on it anywhere. The table was spotless, the straps seemed brand new, it didn't seem like it was used at all. It was clean, even by The Factory's standards.

Rainbow stared at the table for a bit, memories began to flood back. The feeling of her wings getting ripped off, being electrocuted, seeing her insides, the immense pain, everything.

"No," Rainbow quickly turned her head the other direction, as she whispered quickly to herself. "Focus on the present, not the past. You haven't thought about it yet, with everything going on, and you will later. But now is not the time, focus Dash!" She said to herself quietly, trying to convince herself.

The others didn't seem to notice, as they were too busy studying the room around them. Number one had gone to the right side of the room, where dozens of heads were mounted on the walls like trophies. One was walking along side them, looking up and studying each one. It didn't seem to be just ponies either, there were Timberwolves, changelings, a griffon and a minotaur, and numerous other things. This astonished One, this wasn't the work of just some pony gone mad, this was the work of a professional.

The amount of detail on each one, the placing, even the cleanness! It would take years of experience and trial and error to kill these many creatures and do all this, Pinkie wasn't just some amateur, she has been doing this for a long time. One was seriously beginning to think there was a story behind all this, there's no way she could have gotten all the supplies to do these things herself, she would have needed tools, the plaques, cleaning supplies, and so many other various things that would raise suspicion if one pony bought. There had to be someone else, there's no way she could have gotten all these supplies on her own.

One considered telling Rainbow they're thoughts, but realized now wouldn't have been the time, considering the situation. One made sure to tell her later, it was something too important not to mention. They decided to continue looking at the heads, seeing if any missing Pegasi were among them, for Pinkie's sake, there better not be.

Two had went to the left side of the room, noticing something gleaming in the dark. The room was fairly well lit, but, for whatever reason, that area of the room was darker than the rest. Considering the detail to the room, there was bound to be a lamp of some sort around somewhere. Two fumbled their hooves around in the dark area in front of them, hitting something hard. The first time they hit it they pulled back, but after realizing they had hit an object, they began to fumble again. Suddenly, they hit something else. It felt different than the table, it was made out of a smaller material and was round. Two began to rub there hooves over the object, trying to figure out what it was. Unexpectedly, they pressed a button on it. After making a clicking noise, light exploded from the object they were just touching, causing their pupils to dilate and hoofs to retract.

After blinking their eyes a few times, they looked at the object again. Like they had suspected, it was a lamp. The base was round and blue, while the shade was like a curtain and pink. There was a bright lightbulb under the shade, looking clean and brand new. The button they had pressed was right under the shade, which was a pretty small button. Looking around the table, they realized this wasn't just some random wooden table.

In the top left corner, beside the lamp, there was a small yellow alarm clock. it seemed to be set on something, the small hand was on twelve, while the long hand was on the three. It wasn't that late, so, it had to be on a timer for something. But for what? There wasn't anything around there that looked like it needed a timer, it didn't make any sense. Two decided not to think about it too much, there were other things on the table to look at.

In the middle of the table, was a sink. At first, it didn't make any sense why there was a sink. But after noticing just how clean everything in the room was, they realized if Pinkie liked to keep her environment clean, then they probably wanted to stay clean themselves. The sink had a bar on top of the faucet, little inscriptions in it that told which way to turn for cold or hot water. The sink parts itself was white and spotless, like everything else in here, it seemed brand new.

On the right of the table, which was the biggest part of the table, seemed to be the working area. The left side of the table and the sink were like squares, while the right side was like a big rectangle. It looked big enough to hold a pony body, with a little bit of space left. There seem to be drawers right under that part of the table, three, to be exact. Out of curiosity, Two decided to open each one individually.

The first drawer had knifes in them, lot's of knives. That's all that was in their, knives of all shapes and sizes, all put in some kind of order that Two couldn't tell. It wasn't all just one kind of knife either, kitchen knives, butcher knives, carving knives, even some surgical scalpels, no idea how she managed to get those. The knives looked very well sharpened, to the point where it seemed dangerous just to touch, Pinkie really did take care of her things. If only she took care of her friends the same, maybe she wouldn't be in this situation.

The second drawer was filled with something else entirely, syringes and medicine bottles. Five or six of them, with bottles for each one. The smallest one was on top, while the largest one was on the bottom, organized like the knives. Each syringe had a label on it, presumably for which kind of victim. the first was pony, second was changeling, third was griffon, fourth was minotaur, fifth just said emergency on it. If two had to guess, these weren't meant for just those specifically. They were probably meant for things that size, but those names were given as example. But since Changelings and ponies were the same size, it was probably only different because of their natural toxin resistant.

Each of the bottles had different medical names on them, but two wasn't even going to attempt to pronounce, the length and amount of words were intimidating. The syringes, expectedly, were extremely clean. The medicine even seemed freshly bought, as the liquid that can be seen in the bottle was near the top.

The third drawer was full of a variety of things, probably tools for projects. There was a hammer, a screwdriver, a box of nails and a box of screws, a sewing needle and thread, even a magnifying glass. Some of these tools had obvious uses, while others had less obvious uses. The scariest thing of all of this, was how well organized and professional everything was.

Two pulled away from the drawers, both terrified and impressed. From the file that had on Pinkie, because The Factory likes to keep files on everyone high in social status, this was wrong. Pinkie was a happy, childlike, innocent, pony. And while there was a recent revelation, it didn't change the file too much. Rainbow gave an analysis on Pinkie afterwards, she was a coward, a killer who has to drug and tie down their victims and torture, because they don't have to strength or will to get their victims themselves. It was assumed Pinkie was like this because of her childhood environment, someone in her family probably molested her or something.

But this was something else entirely, this was evidence, of a cold, calculating, heartless, professional killer. Dozens of victims, hundreds of ways to torture, no hesitation to act like somepony else to get what she wanted, or who she wanted. The Factory has never been wrong on something like this before, but this was very specific circumstances. Two had never doubted them before, but this might be the first thing that did. But now wasn't the time for idle thought, there were still things that they needed to look through. Two moved back to the table, and began to look through everything on and in the table.

Rainbow, noticing both One and Two were looking around, began to do the same. This room was the same as she remembered it, with the heads on the wall, the dim lighting of the room, the smell of death and carnage. She even noticed the lack of certain things, the 'life if a party' sign was missing, as was the table with skulls on it, maybe those were only there for affect? She probably liked to inflict mental and emotional damage as physical, the sign and skulls were probably stored somewhere, which reminds her.

When Rainbow was in here, after the lights first came on and she saw all the 'decorations', there was one thing that intrigued her. On the other side of the room from the torture chair, there was a door. It was hard to see in the dark, even dimly lit, but she knew where it was. She trotted toward the silhouette of the door, the door slowly becoming more visible. The door was the same color of the wall and roof, dark gray. With out the black lines along it, it would be near impossible to see.

It was on the opposite side of the room of the other room, the one full of Pinkie's projects. When Dash came in here to retrieve something, she didn't exactly have time to explore. The only reason she got in is because The Factory has some very powerful unicorns at their disposal. But, surprisingly, Pinkie somehow managed to get wards in her basement. It took the most powerful unicorns they hard to teleport her in there, even then, it was only for a few minutes before the wards become too much. She barely had enough to time to get what she needed.

Rainbow still firmly believed Pinkie was alone, but that didn't mean someone wasn't helping her. As strange as Pinkie was, she was still an earth pony. Only unicorns and alicorns can produce wards that powerful, and especially that many. Rainbow had a pretty good idea who, or more specifically, what was helping her. Dash intended to deal with them later, but that was then, this was now.

Rainbow tried opening the door, but, as she expected, it was locked. The door didn't have any signs on it like the other did, so there's no telling what it was. But if she had to guess, it was an emergency escape route. From what Rainbow can tell from everything, Pinkie seemed like the type who would have something for every scenario. Somepony who was very cautious and paranoid, and had a plan for any scenario that could go done, just like her.

Rainbow decided to leave the door alone, as there as no real point in bothering with it anymore. She decided to check on the others, see if they made any progress. She walked over to Two, noticing how nice of a plot they had. With everything going on lately, she hasn't exactly had the time to get any 'release', and it was seriously starting to catch up with her. But now wasn't the time for that, she could deal with it later.

Rainbow looked over their shoulder, noticing the mass of random tools spread out on the table they were looking through. It seemed to be a variety of tools, some things she recognized, others seem to be of custom design. Which was actually quite impressive, it took a lot of creativity and intelligence to custom make a tool, then again, this was Pinkie Pie. Among other things, Pinkie is known for her creativeness. Then again, that was before everything happened. Now, Rainbow wasn't sure what was true and what wasn't.

Rainbow was about to join Two, wanting to satisfy her own curiosity. But, there was a sudden noise on the other side of the room, sounding like a dart quickly going across the room. It made both of them quickly turn their head towards the direction of the sound, it seemed to come from the wall of heads, which is where One was. Two nodded at Rainbow, and began to go around the long way around room, staying in the dark and intending to flank. Rainbow understood, and began to move toward the source of the sound herself.

She was slowly moving towards the source, being as cautious as possible. For the first few seconds, it didn't seem like anything was out of place. All the heads on the wall were still there, seeming to stare at her, but still there. She looked into the darkness to make sure Pinkie wasn't hiding in there, making sure to pay attention to every single detail. In doing so, she noticed One in the darkness. Their back was turned toward her, looking up at the heads above them.

They didn't seem to move, they just stayed their, looking at the heads. Rainbow moved towards him, making quiet grunting noises only ponies close enough would be able to hear. She had gotten right behind him, grunting all the while, but they did nothing in response. Getting frustrated, Rainbow started to tap him with her hoof. Still, no response. She was about to do it again out of frustrating, but then she heard a dripping sound, making her stop. It seemed to be coming from right in front of her, but she couldn't see where exactly. The frustration had left her, worry overcoming it. She followed the dripping, which seemed to be coming from One. Slowly, she began to walk around him, extremely paranoid. Then, she saw it.

It was very small, but she could see a droplet. Then another, and another. Tracing the source with her eyes, she began to follow it up. The farther up she went, the more worried she became, then she realized, One hadn't done anything this entire time. The dripping sound had been blood coming from One, the puddle she stepped in had been a puddle of blood.

One had been staring up towards the wall for a reason, because that's where they were looking when they died. There was a small knife lodged in their face, penetrating the area right between the eyes. The gash it made was fairly large, going from in between their eyes, down to the tip of the muzzle. But it wasn't a very wide cut, so the blood wasn't jut gushing out. The knife most likely hit the brain instantly, causing little to no pain. The body seemed to be leaning forward, but the table had stopped it, which is why it didn't just fall on the ground.

The death didn't really bother her, she was knew from the beginning that there was a possibility that somepony would die, that's how it is for every mission. The only thing that bothered her was how they died, the how was always important, especially against an unknown enemy. The knife came from infront, which didn't make any sense. The only thing infront was the wall of heads, so, unless one of the heads came back to life and threw a knife, that wasn't a possibility.

"Maybe Pinkie came behind him and stabbed him in the face?" Rainbow rubbed her chin in thought, then shook her head dismissively. "No, that wouldn't any sense. Not even from behind could she penetrate their skull that much so quick, especially without causing some sort of loud noise. So, how?"

Rainbow grunted out of frustration, trying to figure out how Pinkie killed him so efficiently and quickly, without making hardly any sound. In her frustration, she nearly forgot about Two, who was supposed to be flanking around. Luckily, she noticed Two in the dark, barely able to see her. Two seemed to be looking at her questioningly, probably wanting to know what happened. Rainbow was about to whisper for her to come over, but, she noticed something behind her.

At first, it was just a slight glimmer in the dark. But then, in a matter of seconds, a knife was around Two's throat, being held by pink hooves. Pinkie's face slowly came out of the darkness, a smile on her face. Her hair was long and straight, something Rainbow couldn't imagine on Pinkie until now. But her eyes, they were the first thing anyone would notice. They were dilated and dark, they were still the same color of blue, but the look of pure madness behind her eyes, the look of lust and ecstasy, it was…breathtaking.

Before Rainbow could do or say anything, Pinkie slit Two's throat, causing blood to splatter to the right of them, some of it hitting Pinkie's face. But that didn't seem to bother her, it didn't make her flinch. It seemed to make her smile widen, causing it to stretch from ear to ear. And, if possible, her eyes seemed to dilate even more. Dash could do nothing but watch, as Two put their hooves up to their neck in an effort to stop the bleeding. But, that didn't matter, Pinkie cut deep and quick, nothing could have helped them now.

Somehow, Pinkie had slipped back into the darkness. She had no idea how somepony with colors that bright could hide so well, but, she didn't exactly have easy to hide colors either. Rainbow tried to ignore the gurgling sound of Two, knowing focusing on trying to find Pinkie was far more important. She tried to focus on any sound in the darkness, ignoring the dripping blood of one and the gurgling sounds of two. Trying hear anything, breathing, hoof steps, body movement, anything. But, there was nothing. Pinkie was good at hiding and sneaking around, as not a single sound could be heard from the darkness.

Except for one thing, laughter. Pinkie's laughter, no doubt. It was sounded just like her laugh, but, somehow, it was darker. There was malice and madness behind the laughter, and something else, something evil. She looked to the left, that's where the laughter came from first. Then, it came from behind her. She turned around, but there was nothing there. One again, it came from her left, then her right, it seemed to be coming from everywhere at once. Rainbow turned her head every time laughter came from somewhere, trying to keep up so Pinkie wouldn't get her. But she just couldn't keep up! It seemed to be coming from everywhere at once, like there was some sort of echo or something.

Rainbow was becoming anxious, in less than five minutes, she had killed both one and two silently and quickly, and now she was taunting her. Pinkie could attack her at any moment, and with all this laughter that seemed to be coming from all around her, there was no way for her to tell where Pinkie would be coming from.

"Where are you, Pinkie?! Why don't you come out of the dark and fight me, or are you really that much of a coward?"

Rainbow yelled into the darkness around her, not in any specific direction. Her teeth were bare and her eyes were wide, the rage was beginning to overtake the anxiety. She looked around eagerly, as the memories from before slowly began to resurface. She wanted to hurt Pinkie, wanted to kill her for what she did to her, and she intended to after they got all of the questions out of the way. She hadn't thought about how she was going to kill her, but she was going to make it painful!

Rainbow's threat just seemed to make the laughter worse, as it got louder and more malicious. Rainbow looked around and tried to pinpoint the source, but, she just couldn't figure out where it was coming from. While looking around, she noticed something. In the pool of blood under her from One, there seemed to be something in the reflection. She moved her head closer to the puddle and squinted her eyes, trying to make out what it was. It was hard to tell, since the puddle wasn't very big or clear. It seemed to be somewhat big, and pink. She could see her own reflection, and whatever it was, was above her.

Then, it hit her. Realizing what it was, Rainbow's eyes widened and she quickly looked up, nearly giving herself whiplash. And, as she suspected, Pinkie was up there. Rainbow had no idea how she got up there, or how she was staying up there, but she was. Pinkie was on the roof right above her, looking down at her with those same dilated, insane eyes. Her smile slowly began to widen as soon Rainbow saw her, but it wasn't as wide as before, as her knife was in her mouth.

Suddenly, she opened her mouth, dropping the knife. Shortly after, she began to drop down herself. This confused Rainbow, she didn't see why she was doing this. But then, using both her hooves, Pinkie caught the hilt of the knife in mid air! Pointing the blade to her, and she was coming down quick! Rainbow's eyes widened after seeing this, she quickly used her hooves to jump to the left, trying to dodge to attack. Pinkie noticed this, but didn't try to do anything.

She landed on the ground, but on all four hooves. Before she hit the ground, she had quickly put the knife back in her mouth. Which had cut her muzzle in some places, but that didn't stop her. As soon as her hooves touched th ground, she jumped towards Rainbow, bloodlust in her eyes. She did it quickly, with the nimbleness and flexibility of an acrobat. Dash had barely landed, so she couldn't dodge this one.

Pinkie took a swipe at her, Rainbow moved as quickly as she could, but she still got cut. She couldn't believe this! She was a Pegasus, the fastest of the three tribes, and she was being beat by an earth pony! Before Pinkie had the chance to take another swipe, she punched Pinkie in the right side of her face, causing her to spit out the knife. But this didn't seem to make her angry, in fact, this seemed to make her smile wider. Pinkie suddenly punched her in the face with her right hoof, hitting a lot hard than the blue pegasus expected.

"Alright, Dash! Now that things are fair, let's see what you got!"

Her voice was loud and booming, she sounded excited. She hit Rainbow again, this time in the stomach. She tried to hit her again, this time, in her ribs. But Rainbow had been hit hard before, she's been in plenty of fights.

"It's going to take more than a few well placed hits to take me down, Pinkie!"

Rainbow practically screamed in her face, she then grabbed Pinkie's arm and slammed her against the wall. Pinkie grunted after being slammed, but only for a moment. That signature smile of hers returned, as she looked into Rainbow's eyes, defiantly and daringly. Rainbow tried to her face, but she went under and hit Rainbow's elbow, causing her left arm to go numb and unusable for a few seconds. Pinkie took this time to tackle Rainbow to the ground, leaving her on top.

But Rainbow thought she would do something like this, so, despite knowing it would come back to bite her later, she opened her wings against the solid ground. It hurt her wings immensely, and she knew she was going to be incredibly sore later, but it did it's job. It pushed her body up, knocking Pinkie off. Rainbow made sure to take advantage, she pushed Pinkie onto the ground, with her on top, reversing the situation from before.

But Pinkie's face didn't change, there was no anger or surprise, nothing changed. She was just looking up at her, with that wide, demonic smile. And those borderline green eyes, dilated to unimaginable levels. Her hair was spread out around her, some on her face, but most on the floor.

"Go on, Dash, you don't want to leave me wanting, do you?"

Her voice was sultry and sadistic, the smile seeming to widen as she talked. That set Rainbow off, all that rage, all the pain, everything, she let it all out in her punches. She hit Pinkie in the face as hard as she could, each hit making Pinkie's body thump against the ground. Rainbow grunted with each hit, the pain in her hooves getting worse with each punch. But she didn't care, she ignored it, she's tolerated worse. But Pinkie made no noises, she didn't even try to resist. She sat there, unmoving, looking up at Rainbow with a huge smile on her face.

Minutes seemed to pass by, Rainbow's hit's got slower and hurt less, but she kept going. She kept hitting Pinkie until she couldn't move her arms anymore, until she was more out of breath than she was after a flying session. But her rage was unsatisfied, she was unsatisfied. There was blood on her hooves, both from Pinkie's face, and her own. Pinkie's face was covered in blood, bruises, and other injuries. There was no part of her face untouched, some teeth were missing, blood was going into her eyes, but they were untouched, Rainbow wanted her to be able to see what she does.

But despite the tremendous pain she must be in, she just looked up at Rainbow and smiled, the lookin her eyes never changed.

"That all you got?"

Despite everything, there was still a tone of sadism and sultry, still defiance and eagerness in her eyes. When Rainbow didn't respond, Pinkie's smile widened further. Somehow still having energy, and Dash having none, she pushed Rainbow under her, and put herself on top. Pinkie looked into Rainbow's eyes, she had the same look she had when she killed Two. Lust, ecstasy, eagerness, and absolute insanity. Her smile stretched to the farthest she's ever seen, it didn't look like the smile of a pony, it looked like the smile of a demon.

For the first time in a long time, Rainbow felt fear, real fear. That look in her eyes, that lack of hesitation, that killing skill. Rainbow was wrong, she wasn't a coward, she wasn't even a pony, she was a monster! Rainbow's eyes shrank, her breathing became erratic, borderline hyperventilation. She was truly afraid, Pinkie noticed this, but it only made her smile widen.

"You know, Dash, in my entire time of knowing you, I don't think I've ever seen you afraid. And to think, it would be because of me! Oh, Dashie! You have no idea what fear is! Here, let me show you!"

Pinkie said in the same voice she always did in the day, full of energy and joyful. But, it was different. There was darkness behind it, insanity, madness. She raised her right arm behind her head, preparing to beat her into nothingness.

"Oh, and one more thing! My names Pinkamena Diane Pie, and for the rest of your life, you'll never forget it for the rest of your life, I'll make sure of it. So, just call me Pinkamena for short."

Pinkamena giggled as she raised her arm a little more, enjoying every second of this.

"Now, let's have some fu-"

The alarm clock from the table was hit over the back of Pinkamena's head, knocking her out cold. The holder of the clock was Three, who, like told, had came down to the basement after five minutes. And, noticing the situation, grabbed the nearest blunt object, and gently hit Pinkamena over the back of the head. The clock was now broken, the glass coming off and one of the hands were gone. It was such a waste too, it looked expensive. Three threw the clock in a random direction, having higher concerns at the moment.

They offered their hoof to Rainbow, who ignored and got up on their own. Neither said anything about the state Rainbow was just in, it was an unspoken rule that neither will say anything about what happens on missions. Rainbow stood beside Pinkamena's unconscious body, crouching down an examining her face.

"You handle the bodies, I'll make sure she gets to The Factory safely. She has a lot to answer for."


	5. Chapter 5

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/ Chapter Five: Internal Problems./ Story: The Rainbow Factory vs Cupcakes./ by Perfectly Insane/-/

Rainbow was in the locker room of The Factory, but not because of a spill or anything. After Pinkamena had been captured, they immediately took her, and the bodies of other employees, back to The Factory. Like the rest of the bodies of previous employees, they were disposed of in the backup Pegasus Device, since the first one is still being upgraded. This way, no death is a waste. The remaining employee was told to say nothing about the details of the mission to prevent a panic, and to go on standby until further orders.

Pinkamena was put into a special holding cell, mostly used for isolation if some employees did were harder to break than others. Being completely alone, no one to talk to, left alone in a dark, cold room for an extended period of time, that would break anypony. But she wasn't put in there to break, there was just nowhere else to put her. She wasn't a Pegasus, so she couldn't be put with the failures. They got prisoners like her few and far between, it didn't happen common enough for them to make a room for it. To make sure she stayed asleep, she was injected with some sleeping medicine. She would be out cold for a while.

Rainbow had sustained a considerable amount of injury, but, surprisingly, nothing lethal. There wasn't a single injury on her that was fatal, and from what she could guess about Pinkie, she did this on purpose. She probably wanted to mess with her, and then knock her out and torture her. Rainbow was extremely lucky she had planned for a similar scenario, or she might not have made it out of there alive. Not only had they far underestimated Pinkie, they had walked straight into the lion's den without expecting a fight, and that was the biggest reason they failed.

Now, she had taken a shower to wash off the blood, both hers, and Pinkie's. She had gone into the locker room, to patch herself up. She was now standing in front of her open locker, her black combat suit in her locker, beside her lab coat. A first aid kit laid open beside her, as she looked into the mirror. Injuries were all over her body, some she wasn't even aware of until she was out of the blood covered suit. Cuts, bruises, and a few other lacerations. Some seemed minor, while others would take weeks to heal.

But the most injured part of her body was her hooves, those would probably take months to heal. She knew she went overboard, she knew it when she was beating her, but she couldn't stop. Rage was pumping through, there were other emotions, but rage was the most evident. She let her emotions consume her, and now she would pay the price for it. But even now, as she looked at the injuries all over her face, she could still feel the rage boiling through. Rage that somepony would dare do this to her, rage that somepony would kill her employees, but she felt something else too, excitement.

It was true when she passed her flight exam all those years ago, The Factory had broken her and rebuilt her into something better. But there was one thing they couldn't get rid of, something that made her, her. Her nature to look for a challenge. She lived for the thrill, the rush of doing something hard, or fighting a tough fight! But in here, she didn't get to fight nearly as much as she'd like. But now, there was an enemy! Not just that, but she wasn't just some pushover! She was a threat, someone who had the potential to kill a lot of ponies by herself! But, that was the biggest letdown, she was by herself.

Sure, by herself, she could kill a lot of employees. But that didn't mean anything, they had numbers, huge numbers. At best, she was an annoyance, but there was no chance she would be able to take down the entire factory. But, in the meantime, she would be a perfect distraction! She wanted to fight her on equal terms, no advantage for either side! She wanted to see who was truly better, who would win, who would lose, and what it would take to break her! It excited her to no end!

As she was rubbing alcohol on her wounds and bandaging them, a smile slowly grew on her face at her thoughts. Her excitement was becoming too much to contain, her hooves were practically shaking. Her wings were expanded outwards, barely able to hold herself back!

"RAINBOW! YOU HAVE A LOT OF EXPLAING TO DO!"

And just like that, her wingboner was gone. The sadistic smile on her face was quickly replaced by a scowl, her wings quickly going limp and retracting. She put the gauze and rubbing alcohol back down in the kit, the scowl never leaving her face as she did. She barely had time to start patching herself up, her coat was still wet from the shower, she really didn't want to have to deal with this so soon. She slowly turned around, really not in the mood to deal with him right now.

Like she had expected, Dr. Atmosphere was standing in front of the door, looking absolutely livid. His wings were extended out to his sides, probably in anger. He seemed to be breathing heavily, either from anger, or from him running over here, she wasn't sure. The look on his face matched the rest of his coat, red. Yeah, she expected this sooner or later.

"What's up, doc?"

Rainbow asked sarcastically, a smirk now replacing the scowl. At that, Atmosphere seemed to get angrier. He stomped over to Rainbow Dash, to the point of getting to her face.

"DO YOU HAVE ANY IDEA WHAT YOU'VE DONE!"

He screamed in her face, but she didn't even flinch.

"Captured somepony who's killed multiple of our employees?"

That just seemed to make him angrier.

"Not only did you kidnap one of the most important figures of Equestria from their home, you did so in such a way, it would be strange if it didn't raise suspicion! You left so much evidence behind that could lead back to us!"

While that was true, that wasn't really her fault. Most of the evidence was left behind was because of the others, not her. But, since she was commanding the squad, it was, by connection, her fault.

"Maybe, but it got resu-"

"YOU LOST TWO EMPLOYEES!"

He yelled in her face, filling the entire locker room with his yelling.

"SHE KILLED FIVE!"

Rainbow yelled back at him, louder and angrier than him. She was already getting sick of being yelled at.

"THAT DOESN'T MATTER! If you had let Barricade handle things like you were first told, we wouldn't have lost any!"

Barricade was the one who handles all safety stuff in The Factory, so, any infiltration, escapes, or outside ponies who killed employees, was his area to handle.

"You were already pushing it with your little pet project with The Device, and the counsel only let you handle this because it was your fault it happened in the first place! But now, when I tell them that you let two ponies die, you'd be lucky if they just fire you!"

Atmosphere screamed in her face again, she could already feel the headache coming in. They wouldn't fire her, she was too much of an asset, she would have to do something seriously stupid to get fired. And this wasn't that thing, probably. He just didn't like her, like, at all. He has been trying for years to get her fired, and he wasn't the only one. She has done some…questionable things in her time, and even more things that pissed off people in charge. If Rainbow hadn't been as good at her job as she was, she defiantly would have been fired by now.

"Yeah, sure, and Pinkie is going to escape from here while killing dozens of ponies! I'm never getting fired from this place Hide, so you might as well stop trying. So, why don't you take your attitude and complaints to somepony who actually cares, and get the buck out of my face."

Rainbow said aggressively, her word sounding more like a threat than a suggestion. Atmosphere said nothing in return, his anger was slowly being replaced by fear, he knew she had a temper, but she had never actually hurt him. Now, as he looked at her face, he realized, she was far angrier than he originally thought she would be. He quickly ran out of the room, Rainbow looking at him as he did, smiling all the way.

Her smile kept until he left, then her face returned to normal. She turned back around and picked up the gauze and rubbing alcohol, then she continued to put the bandages on her face. After all, she had somepony to meet in a few hours. 


End file.
